The Shadows Rising
by Tobias Corvinus
Summary: Some people serve the Divines' plans as blessed paladins of righteousness. Then sometimes the Divines have to scrap the bottom of the barrel (those who take one look at blessed paladins of righteousness and say "bugger that lifestyle") and drag the dregs,kicking and screaming into the dubious role of hero. Such would be the case of the Dragonborn rogue.
1. Prologue

**Thalmor Embassy, Imperial City, Cyrodill**

Freshly minted Justiciar Eldith strode through the wood paneled corridors of the Thalmor's embassy in the Imperial City. Her boots clacked sharply against the hardwood, her longcoat whipped stylishly around her body and her hood, pulled low to shroud her face in mystery, still had that new-leather scent.

"How did the intruder penetrate our security?" Her voice was cold and imperious, demanding obedience, a tone she'd probably practiced thousands of times in the mirror. "He should have been stopped _well_ before he gained access to the archives."

The veteran guard captain, clad in burnished golden armor, discreetly rolled his eyes. _Divines spare me the arrogance of young commanders._ _Slap a black-coat on them, and they think they know it all_. He doubted she was more than eighty or ninety years old, just barely into her adult years – he himself was a three hundred year veteran in the infantry corps. Worse, as a result of her inexperience, she seemed overly eager to start trying out her newly given authority.

Still, youngster or not, she did outrank him, so he hid his annoyance and answered politely. "We're not sure, Justiciar. I have my best guardsmen working on it." They went through a door and down a long flight of stairs lit by softly glowing lamps mounted on the stone walls. The air down here was cold – not damp – just a faint chill that seemed to sink into the bones.

"Your _best_ allowed a grubby thief to penetrate deep into the heart of a heavily protected facility like he was out for a stroll in the markets. I hope you have suitable punishments in mind for the guards who were incompetent enough to allow this."

"Of course Justiciar." _They'll spend a week on kitchen duty. I'm not going to break out the execution axes just to satisfy some bratling's blood-lust._

"Has the prisoner talked yet?"

"No, Justiciar, he's proven resilient to normal coercion methods."

"And so you come to me for help." She sounded like she was preening herself.

The guard captain again rolled his eyes (out of sight, of course). "Yes, Justiciar."

The stairs ended in a metal grated door, which the captain unlocked. This ground level was Spartan compared to the lavish floors above it. Instead of wood paneled walls or polished furniture, the corridor was built out of sturdy stone blocks. Thick iron bound doors were set into the walls at regular intervals and brightly burning lamps illuminated every inch of it.

A faint scream echoed from one of the rooms they passed. The guard captain made a mental note to double-check the soundproofing of the interrogation chambers. _If those muffle enchantments are losing juice, they'll have to be recharged. Can't have half the embassy ringing with screams –be bad for morale._

He stopped before an identical door farther down the line. "The prisoner is in here, Justiciar."

"Excellent." She seemed almost excited, like a hound straining at the leash. "You may go now, guard captain."

"Justiciar? This man somehow circumvented almost every layer of our security. Until we know more, it would be wise to exercise extreme caution-"

"I am a Justiciar of the Aldmeri Dominion. A single prisoner is no threat. You may return to your post, _immediately._"

The guard captain stared at her, but it was clear the idiot wouldn't budge. At least he knew the two guards interrogating the prisoner right now were veterans like himself. _Lucind and Teivos will make sure she stays out of trouble…I hope. _Reluctantly, he bowed and then headed back up the stairs.

The Justiciar paused, made some minor adjustments to her coat, and then stalked into the room.

It was a small room, dominated by a thick wooden table in the center and a pair of chairs, one on either side. The rank scent of human sweat and blood assaulted her nose. The only sounds were the soft grunts of the guards in their exertions and the smack of flesh being beaten. The intruder wore dark leathers covered in an assortment of pouches and pockets. The jacket had been removed, stripping him to the waist and revealing a slender, wiry physique; the man was built for speed and agility, not brawn. That was good; the brawny ones took forever to break down to physical pain.

Eldith watched impassively as the two guards worked up and down his body with thin wooden batons. The stick batons were more precise than fists, depending on the speed and angle of the strike, the baton could leave a painful welt or a broken bone. They were trained well, avoiding areas like the head and heart; their beatings were designed to inflict pain not to render the prisoner brain-damaged or dead before he could be questioned. Already most of the prisoner's upper body was covered in purpling bruises.

Still, the prisoner was unnaturally stoic about the beating, keeping his lips pressed in a thin line, offering only the occasional grunt if a wooden baton struck a particularly sensitive area. _Best to let them at him for a few more minutes_. Eldith thought.

Arranging herself at the table, she took the time to study the prisoner's equipment. The gear itself suggested thief. There was a set of finely fashioned lockpicks in a leather case, twelve slender glass vials filled with different liquids, and a spool of thin wiry rope coiled around an ingeniously designed, collapsible grapple-hook. There was also a pair of daggers.

One dagger was made in the Imperial style, with a plain cross-guard, leather wrapped grip and straight blade. It was an old Guardsman design, at least twenty years out of style but good for stabbing, with a nicely tapered blade, even if it was made out of inferior steel.

The other one was Elven-make, a golden blade made of tightly folded sheets of metal whose overlapping layers had been compacted to a razor thin edge and curved for quick, savage slashes. The handle was wrapped in strips of fine leather dyed a beautiful royal blue and textured to provide a better grip. It was an elegant weapon, worthy of a House Lord's armory. How the Imperial had acquired it was a mystery, one of many that Eldith intended to solve.

"Enough." She said, privately delighted when the guards instantly obeyed her orders. That was _real_ power, snapping your fingers and having your words instantly obeyed. "Bring him here."

The two grim-faced Altmer calmly picked up the prisoner and dragged him over to the holding chair. The chair was made of reinforced metal, with bolts that secured it to the stone floor. Manacles on the chair legs clacked around the prisoner's feet. A pair of manacles lay on the table, connected by a short chain to an iron ring sunk deep into the wooden table. These clacked shut around the prisoner's wrists, giving his hands limited mobility but keeping them on the table in plain view of any watcher. Both the manacles and leg irons had been built to contain something as strong as a berserking Orsimer, they would be more than sufficient to contain an Imperial.

And he _was_ an Imperial, though that might be hard to judge at first glance. Certainly the bone structure was correct; there was no hiding that aquiline nose or high cheekbones. His short-cropped hair was also the deep black of an imperial, but that was the only thing colored right. His skin was pale as a Nord's, and his eyes were also Nordic blue, flecked with strange golden specks.

_A half-breed then_¸ Eldith thought with a strange mixture of fascination and horror, _what twisted parents would allow such an abomination to live?_

"Do you know who I am?"

He focused those bizarre eyes on her, "Face seems familiar…have I bedded you before?"

The thought of an ape like him consorting with a high-born like her twisted her face in revulsion. She held up one black glove. The air inside the room crackled as blue bolts of wizard-lightning splashed from her finger tips. She gave him just a short, low-powered blast, but the impact still slammed him back in the iron chair.

"I am a Thalmor Justiciar and _that_ was just a taste of what I can do to you." Justiciar Eldith said sternly.

The prisoner laughed, "You're new, ainch'ya? Got a short fuse to match, I bet."

"I ask the questions!" she snapped, secretly surprised he wasn't dribbling on the floor. Maybe that shock spell had been _too_ underpowered. "You were caught trespassing in the Embassy's archives. Why were you interested in this book?" She tapped a finger hard against an unadorned black leather bound book that seemed to take up half the table.

"I like the pretty pictures in 'em."

She shocked him again, this time holding the charge for several seconds. "This is a record of previous Thalmor operations in this city. Why are you interested in events that occurred _decades_ ago?"

The thief gave her a wide-eyed, sincere look. "Well if'ya must know, I'm truly passionate about Thalmor history. I think you're an adorable cult of psychopaths." He tilted his head quizzically, "We could be friends."

This time lightning leaked from both her hands. They smashed into the prisoner's body. If the chair hadn't been bolted to the floor, his seizures would have capsized as it.

"Justiciar." One of the guards warned cautiously, "We need him alive."

"_I know that!"_ she snapped, but she lowered her hands.

The Imperial gasped quietly as he sucked in ragged breaths. "Oh Void…who am I kidding? We'd never be friends."

"Silence!" she snapped, keeping a slippery grip on her growing temper. "Tell me what I want to know!"

"Or what," the prisoner goaded her, blue-gold eyes glittering in amusement, "You'll make angry pouty faces again?"

That had been one insult too many. With an angry shriek, Justiciar Eldith rose from her seat. Her arms stabbed out, hands splayed like claws. Torrents of electric blue energy smashed into the prisoner's frail body. The guards took the best course of action and flung themselves to the floor.

When the smoke finally cleared, the Justiciar was still standing with her hands outstretched. Her expression of rage quickly gave way to surprise. Far from being a charred skeleton with popped eyeballs, the Imperial was braced against the table, seemingly unmarked by the lightning storms. His head was bowed and he was breathing heavily, as if he'd just run a race.

"Justiciar…" one of the guards warned.

Bright blue sparks were rippling across the prisoner's body. Everywhere they touched the bruises and cuts from his previous beating receded to pale skin, as if he was burning through an accelerated Restoration spell.

"What in Oblivion?" she mumbled. The guards, being perhaps a touch more savvy, shifted nervously, reaching for the maces slung through their belts. The prisoner lifted his head. The Imperial's eyes had been ice blue with gold flecks. Now the flecks had swollen to a solid gold band around his eyes. He looked her straight in the eye and smiled.

It was a very cold smile that said: Y_es I just ate your lightning bolts._

_And yes, they tasted quite delicious._

"Guards…" Eldith started to say.

The Imperial jerked his hands hard against the steel cuffs. The thumbs of each hand seemed to collapse, allowing his hands to squeeze through the rings, scraping the top layer of skin off them in the process. The prisoner ducked down, touching his hands to the leg-cuffs. A spark of stolen magic raced through them and the clamps sprang open.

Eldith stepped back, "Guards!" she snapped, but the guards were already moving. They were armed with short-handled maces, good for close quarters where longer blades would get in the way. They came at the Imperial from either side.

They made the mistake of assuming that put him at a disadvantage.

The prisoner quick-stepped towards the guard on his left and drove the stiffened fingers of his hand into the guard's throat. There was a sickening crunch. Tievos stumbled to his knees, cradling his crushed windpipe. He dropped his mace – where it fell into the prisoner's other hand. The Imperial turned with blinding speed and batted aside a vicious downward blow from Lucind, hooking the guard's weapon where the bladed head met the shaft, and disarming him with a flick of the wrist.

Lucind's hand darted for the dagger at his waist.

The Imperial grabbed that hand, pinning the dagger, his other hand latched around Lucind's surprised face. There was a flash of red light. Lucind collapsed to the floor, a surprised look and a lingering handprint etched on his dead face.

Elidth finally settled for the better part of valor and turned to run. She got two steps before a blast of lightning spun her around and slammed her hard against the wall and the world went black.

The entire fight had lasted four seconds. On the floor, Tievos was still making faint, wheezing noises. The Imperial mongrel was breathing heavily. A light sheen of sweat covered his unmarked face, the gold flecks in his eyes had returned to their dust like size. He popped his thumbs back into place, wincing slightly. he grabbed his gear and slipped on his leathers, then turned to the book. He'd like to have taken the whole book but the bloody thing weighed a ton. Opening the cover, he flicked through the pages until he found the correct section.

It was written in gibberish, a code of some kind that he could crack later when he wasn't in the heart of a Thalmor prison. Acutely aware of the seconds ticking by, he ripped the pages out of the book and stuffed them into an interior pocket. As he turned to leave, Caius caught sight of the limp Justiciar and stopped.

He had an idea so clichéd...it just might work.

* * *

Five minutes later, a Justiciar swept out of the Thalmor embassy. The Justiciar nodded brusquely at the pair of guards manning the gates but otherwise didn't acknowledge their presence.

One of the guards watched the Justiciar curiously, "Was that the new one?"

"Probably."

"Seemed kind of short for a Justiciar."

The other guard thought about it and shrugged, "Probably explains her anger issues."

The other guard frowned and remembered seeing a brief flash of a stubbled chin as the Justiciar had walked past.

"That was a _woman_?" he asked in a horrified voice.

* * *

After escaping the Thalmor embassy, Caius had ditched the long-coat and made his way out through the main gate. He took shelter in a roadside inn that had seen better days. He'd ordered a broth and some ale and tossed a mischievous wink and an extra silver to the Redguard wench who'd taken his order. As he ate the food, he studied a travel-worn map from his pack.

By now the Thalmor would have discovered his escape. For a long time, he'd enjoyed anonymity but with his break-in at the embassy, it appeared that was over. With the stolen pages a burning weight in his pocket, he scrutinized the map, trying to answer the question of where he could go that the Thalmor could not reach him.

_Hammerfell?_ The Redguards were an honorable lot and the country had stood on its own against the Thalmor, and somehow was still standing –even without Imperial support. They'd be more than happy to accept another brother to the fight.

But the Thalmor kept a keen eye on the roads and waterways leading to the South, too many refugees of the Thalmor's Justiciar had headed to Hammerfell in the past. They'd expect him to go there – Void, they probably already had a welcoming legion of gold-plated soldiers waiting to greet him if he showed up.

Morrowind was out of the question as well – it being nothing more than a wasteland, not to mention his own bad experiences with the Dunmer. Valenwood was home of the Bosmer, allies of the Altmer. High Rock had too much political intrigue, at least one faction would sell him out to the Thalmor. A human would stick out too much among the Argonians and Khajit, so that ruled out Black Marsh and…and wherever the Khajit came from.

And then his gaze traveled north, to Skyrim. It'd be far from the Empire, far from the Thalmor. A primordial wilderness populated by the gruff, no-nonsense Nords. It was also currently engulfed in a bloody civil war between Imperial loyalists and Talos-worshippers.

It might not have all the luxuries of the more civilized Cyrodill, but a civil war might be just what he needed. There'd be refugees fleeing the fighting, families uprooting and moving around, strangers would be a common sight and not questioned closely.

But there was something else, something more than rational thinking at work. As he stared at the map, a sudden longing swept through his veins. It wasn't any reason he could put into words, but it was like someone was tapping him on the shoulder and saying _Go north, young fellow._

_Alright, north it is_. Then he looked up and caught sight of the Redguard wench, who was giving him an appreciative look of her own. Caius quickly amended his last thought to include _after a night spent in an extra-warm bed._


	2. Prelude to an Ambush

**Jerral Mountains, 13****th**** of Last Seed**

Ulfric Stormcloak, Jarl of Windhelm, leader of the rebellion, was quietly standing beneath a thick oak tree as he watched red glow heralding a beautiful sunrise. The morning air was crisp, a refreshing coldness on his face. Around him, a long line of Stormcloaks marched two-by-two across the narrow trail that curled along the face of the mountain.

Ygritte, one of his trusted lieutenant, came up the trail, watched him admire the sunrise, then with a dead serious look in her sapphire blue eyes said:

"You're icebrained."

"Really?" Ulfric replied calmly, "What gave it away?"

Ygritte tossed her long scarlet mane over one shoulder with a flick of her head. Ulfric allowed himself a moment to admire the way the wind snatched playfully at her fiery locks.

"You send the bulk of your army on a march towards the most heavily defended Legion city in Skyrim. I was fine with that, even looking forward to splitting some legion skulls. Then I find out that you're not even attacking Solitude in the first place?" Her voice held a mixture of outrage and disappointment that she wouldn't get to assault the most heavily guarded city in Skyrim.

"It's called a feint, Ygritte, tacticians use it all the time" Ulfric gave her a serious look, "You do remember what tacticians are, right?"

"Yes" she drawled, her striking eyes glinting with amusement, "Boring old men who stare at maps and play with little toy armies. I did pay some attention to the lessons." Ygritte cleared, "War isn't about fighting fair!" she growled in a deep voice, "It's about striking where your enemy's weak and running away where they're strong!"

"I believe the term I used was "avoiding"."

"And I believe I called it what it was."

Ygritte sighed, a serious look clouding her face, "Look, my point is, I get it. You send your army east, the Legion crap their trousers and pull most their army up to Solitude." Her slender hands mimicked little men scurrying away, "Meanwhile, that leaves the southern regions lightly defended which is why our merry band of five hundred rebels is currently stumbling through the Jerral mountains to do a surprise attack on Falkreath through the Pale Pass."

"Thank you for telling me my plan that I couldn't expect to know since it's my plan" Ulfric said dryly.

"My point is-"

"Oh, this had a point?"

She swatted his shoulder.

"My point is, why not go ahead and attack Solitude as well?" There was an odd hunger in Ygritte's eyes as she spoke, eager to make her case. "If you control Falkreath and the Pale Pass, the Legion can't send reinforcements from Cyrodill by land. But those bastards can still ship reinforcements by sea to Solitude. Now if we attack Solitude at the same time as Falkreath and seize both of them, the Legion troops in Skyrim will be completely cut off from supply lines. They'll starve." Ulfric realized that hungry glean in her eyes only enhanced her pale beauty, "Did you think of _that_, War-Master?"

Ulfric sighed. "Yes." He'd spent long nights pouring over his plan, and the thought of attacking Solitude had crossed his mind.

"And?"

"And it's the most icebrained thing I could do."

"Huh?"

"Attacking Solitude plays to the Legions' strengths." Ulfric explained, "It's got tall walls and even taller towers, and that's just the fortifications. The city itself has two Legions defending it and Tullius has pulled another seven legions to defend it. That's nine thousand troops."

"If I try a direct assault," he continued "Tullius would let my forces grind themselves to dust against Solitude's defenses, then send his Legions to sweep away the remnants. Winter is just around the corner and I don't have enough supplies or enough of a numerical superiority to both encircle the city and fend off any counter-attack from Tullius's legions. Besides, as you pointed out, they can ship reinforcements, or rather supplies to the city while my own forces would quickly burn through our limited supplies."

"But," he continued, "For the sake of an argument, let's say we somehow managed to take the city. We'll incur heavy losses and maybe have a fraction of our army left if we're lucky. Now the Imperials have nowhere to go, and worse, they realize that. Those Legions left in Skyrim will fight like men possessed. They _will_ die, but like a dying boar goring at the hunter, not like rats fleeing a sinking ship.

"Alright, fine, you've made you're point." She pouted, "No sacking Solitude for me."

"Nope." Ulfric agreed. "Sacking bad."

The Nord woman sighed, all humor suddenly gone. "It's just…I want them out _now_ Ulfric." Ygritte said quietly, "I want a home again."

It was the overwhelming longing in her voice that squeezed Ulfric's heart and choked his throat.

Home.

That's what the Stormcloaks were fighting for, not gold or fame. Just the chance to live in their own land, free of Imperials, free of the damned Thalmor, the chance to live in peace.

Ulfric realized the men had gone silent, listening to their conversation. He pitched his voice louder, injecting that confident tone that would brook no argument.

"Let the Imperials have Solitude for now. In a few weeks the snows will block the Pale Pass and the Sea of Ghosts will grow too turbulent to safely sail. The majority of the Legion army will be bottled up in Solitude for the winter."

"But we're Nords!" he boomed suddenly, catching the attention of all his troops. "We laugh at the cold. While the Imperial dogs huddle indoors shivering in the cold, we'll be out liberating half the countryside, and recruiting even larger armies. When spring arrives, the Imperials will find themselves trapped in the city with two ways out: their ships or our swords."

His men grinned and cheered. Of course they cheered. If he told his warriors to charge a heavily fortified castle defended by nine Legions while wearing nothing but blue war paint, he wouldn't be halfway through his sentence before they were stripping out of their armor. They believed he could do the impossible, some even believed he was Talos reborn.

That kind of belief terrified Ulfric Stormcloak, because it was belief beyond the point of sanity. They thought he was a demigod, when he was just a man, which meant he was fallible.

He'd quickly learned a bitter lesson that he had to be extra vigilant in his planning, double-checking and triple-checking to make sure he'd made no mistakes. If he made an obvious tactical blunder, his commanders wouldn't point it out to him. They'd smile and wink at each other and assume their war-leader had some cunning plan – and then die when the enemy exploited Ulfric's mistake.

But at the same time, he had to use every weapon at his disposal, and their belief was his most important sword. That belief in _him_ sustained the Stormcloak movement. It kept new recruits pouring in even as the Legions slowly forced him to retreat more and more. It kept his men fighting to the bitter end, which was why they could snatch victory from the jaws of defeat.

_With that blind belief, I'll eventually make a mistake too disastrous to recover from. Without that belief, my army won't last past the next defeat._

"Do you really think it'll work." Ygritte asked quietly.

Ulfric was about to say "Yes" in that calm, confident tone he always wore like a mask. Then he remembered it was Ygritte, and he was allowed to be honest with Ygritte. "It'll depend on how much of a garrison Falkreath has retained, and if we can keep the element of surprise. If we catch them with their trousers down, the battle should be quick and bloodless. If they close the gates…well that's why one in five of our Stormcloaks is a spellcaster. We'll blast those gates down if we have to."

* * *

Thirty miles west of where Ulfric had admired the sunrise, a small Imperial camp had been established in a concealed gorge. In the camp's command tent General Tullius read the latest scout reports with a grimace. "Ulfric's forces have been spotted traveling west. Initial estimates suggest a small force, no more than five hundred." He raised a brow, "That small?"

"Yes sir," Captain Lucilla answered. A veteran soldier in her late thirties, Lucilla had the classic dark skin and hair of an Imperial. Her stern features fell more on an average prettiness than the feminine beauty all female warriors seemed to have in the bard songs – but she was a hell of a commander so as far as Tullius was concerned, the bards could stick their flutes where the sun didn't shine. "It looks like Ulfric's relying on speed and surprise."

"Take Falkreath right out from under our noses, a bold plan."

The tent flap opened, letting in a blast of chill morning air. A willowy Altmer with pale skin and sunken black eyes swept into the tent. The sight of her brought a chill all of its own up Tullius's spine. Judging by Lucilla's stiffened body, he wasn't alone in that discomfort.

"Your spies were right after all, Solitude was a feint" Tullius said by way of greeting.

"Was it truly that hard to discern?" Lady Elenwen, Emissary of the Thalmor asked. Her words were polite but somehow still managed to convey a hint of an insult. Elenwen blinked, an innocent tone creeping into her voice, "I do not understand why you felt the need to seed half the mountainside with your own scouts when Thalmor agents had already learned of Ulfric's plan weeks ago, and promptly informed you."

"Trust but verify." Tullius gave a grim smile, "Imagine if _this_ had been the real feint."

"Then you would still have had nine Legions and the most fortified city in Skyrim to fend off a horde of barbarians." Elenwen paused, "Actually that would have been better, you could have crushed Ulfric's army _and_ given those bards an epic battle to sing about."

"I still don't like it." Tullius shook his head, "Ulfric has five hundred troops. I have five hundred troops. I have a hundred battlemages – and according to these reports - he does as well."

"We have discussed this before, General." Elenwen sighed, the expression of a person who has repeated their reasons again and again. "Ulfric had to believe you'd taken the bait. Every company you pull from defending Solitude raises the odds of him realizing you're springing a trap of your own."

"My point is, we're undertaking this mission without a clear numerical superiority. There are no reserves to call up if the battle swings in his favor. We'll get only one shot at this.

"You're forgetting that you'll have the element of surprise on your hand, the high ground, and a hundred spellcasters. Once your infantry blocks off the Pass's exits, his band will be trapped with nowhere to go, sitting targets for your battlemages. I believe the expression is "fish in a barrel" yes?"

"And yet it's strange how we both manage to bring roughly equal forces to this fight." Tullius shook his head, "Seems the Divines have an ironic sense of fair play."

This time a faint frown really did crease Elenwen's features, like she was mulling over a thought and not liking where it was headed. "The Eight would not allow a heretic like Ulfric to be victorious."

"Maybe." He conceded, "but it certainly seems like the Ninth is on his side."

"Take a care, General." There was a dangerous softness to the Emissary's words, "Some might construe that as a sign of support for…heretical worship."

_Translation: I better watch my words or I'll open my eyes one night and find a squad of Blackcoats in my quarters. _

Tullius gave her a bland stare, "I didn't mean to start a theological argument, Emissary, my mind was simply focused on defeating our enemy." He took care to subtly emphasize _our._

"Of course, General" Elenwen demurred, backing down with such grace that one wouldn't have known she was threatening him in the first place. "You're under a lot of stress. A slip of the tongue is certainly understandable." She bowed and left, a queen leaving her plebian subjects behind.

Captian Lucilla kept a lid on her outrage until the tent flap swung shut. "She can't _do _that, General!"

"Do what?" he asked, already knowing the answer.

"Threaten you like that!"

"She's the Thalmor Emissary, Captain. So long as she says it pleasantly enough, she can say whatever she damn well pleases and cover it up with political mumbo-jumbo."

"Begging the General's pardon, but speaking pleasantly while stabbing someone with a knife doesn't change the fact you're stabbing someone with a knife."

General Tullius barked out a laugh, his weathered face lightening with grim amusement. "True, it just means you have an easier time in getting them to turn their backs for you."

Captain Lucilla mulled the unpleasant notion over in her mind a few minutes then her face firmed in grim resolve. "If she tries that with you, sir, I'll have to kill her."

"Kill one of the most powerful Altmer in Skyrim…just like that?"

Captain Lucilla gave him an offended look, "Well I didn't say it'd be _easy, _sir."

It was the matter-of-fact way she said it that surprised a laugh out of the general. Alright, it was more a grisly chuckle, but it was two laughs in a single day, a record for him since this war had started.

"Let's focus on one war at a time, Captain." He sighed, the light mood gone again, "One bloody stupid war at a time."

* * *

The briefing took place in the command tent. Tullius had gathered the captains in charge of each company. Now they stood around him, everyone crammed over a folding table where a map of the Pale Pass and the surrounding terrain had been spread out.

"According to our scouts, Ulfric's band is streaming through the Jerral Mountains." Tullius ran a finger along the routes in question: narrow trails winding across the mountains, with a steep drop on one side and sheer cliff-faces on the other. "The Stormcloaks have broken into five lines and will take different trails."

"Love to hit 'em then." One of the captains sighed wistfully. The trails were narrow, often only wide enough for a man or two to walk abreast. Ulfric's soldiers would be stretched out in long thin lines and cut off from each other, a bad combination that would leave them vulnerable to ambushes in most cases.

_But not this time._

"Well Captain," Tullius said lightly, "unless you've learned the secret of how to march and maneuver a company over empty air, there's no section of trail _wide_ enough to accommodate an ambush. Ulfric is safe while he's on the trails."

Tullius dragged his finger down the map. "Which is why the ambush will take place in the Pale Pass itself." The pass consisted of a narrow valley that cut through the mountains. Dense tangles of snow-pines covered the sides of the pass and rose and fell with the hilly terrain that flanked a winding stone road.

"Now Ulfric's forces will come out _here_," the finger circled around a half dozen trails that led into the pass like tributaries joining a river. "Assuming he's half the commander he's proven himself to be, Ulfric will almost certainly stop in the Pass until all his Stormcloaks have cleared the trails. It'll mean spending longer exposed in the pass, but it'll let him reform his troops into a decent formation. From there he'll march along the pass as quick as he can."

"Once Ulfric's forces have fully entered the pass, we'll attack. Two infantry companies to the north and two to the south will move down from the hills. The two battlemage companies will remain on the hills and use the higher ground to rain Oblivion down on the Stormcloaks. The infantry is the anvil, the mages are the hammer. Yes Captain Armont?"

"Er…forgive the question, but won't the Stormcloaks' scouts spot our companies?"

"That's where we come in" a silky smooth voice said.

Six pairs of eyes swiveled to the black coated Justiciar who'd just entered the tent. He had a dagger thin face with high cheekbones, a sharp nose, and gold eyes like a bird of prey's.

"This is Justiciar Cerith, he'll be in charge of the Thalmor element Emissary Elenwen has provided us." General Tullius introduced, watching his captains warily. They had expressions ranging from suspicion to barely contained hostility.

However if Justiciar Cerith was aware of how many captains were considering "accidentally" pushing him off a cliff, the elf gave no sign of it as he bowed politely at the general.

"We're fighting with _elves_?" Someone muttered in disgust. Those six pairs of eyes swiveled towards the general, demanding to know the answer was _no_. Even if the war had ended thirty years ago there was little love lost between the Imperial Legion and the Thalmor Justiciars.

Cerith inadvertently came to his rescue. "Not precisely. My compatriots and I will have a different task: forming a Veil to hide our Imperial allies from the Stormcloaks' eyes."

"A Veil?"

"Its function is similar to spells that bend light and muffle sound. Think of it as an area of effect invisibility spell."

"I've never heard of this…_Veil_," Captain Veris, one of the battlemage captains, said suspiciously.

"That does not surprise me. It is a secret spell crafting of the Aldmeri Dominion. Revealing its existence to outsiders should be a sign of how committed we are to aiding our Imperial allies in their time of need."

"How does it work?" Jeriss, the other battlemage captain asked. Apparently, curiosity at a new spell was enough to overcome his hatred of the Thalmor.

"If I told you, then it wouldn't be a secret crafting, would it?" the Justiciar replied smoothly, dashing Jeriss's excitement.

Captain Torvg, the only Nord captain in the group snorted in disgust. "They show us how advanced they are and then they make us do all the fighting. Typical Thalmor."

Tullius watched the Altmer's lips press slightly together in a subtle sign of anger. The general winced. Just because the Thalmor always had a smile on their face didn't mean the pointy-ears didn't keep track of who had insulted them and where they, and whoever they cared about, slept at night.

"Easy people. This is first and foremost a Legion operation. It's our fight, and we're going to go in and show _everyone_ that the Imperial Legion still knows ten different ways to kick ass."

Cerith's pointy ears caught the emphasis on _everyone._ The Justiciar swiveled his enigmatic stare to General Tullius.

Tullius gave him an innocent expression, only slightly ruined by the fact that his smile was baring all his teeth. While it was never a good idea to antagonize the Thalmor unnecessarily, it was _always_ a good idea to remind the Blackcoats you weren't going to just roll over for them.

"That said," Tullius continued, "I cannot stress enough the importance of this mission. If we succeed, we will have cut the head off the snake. The war might not end overnight, but it _will_ end."

"Each side might have only few hundred men in this battle, but make no mistake, this will be one of the bloodiest fights of your lives. Once Ulfric realizes we're trapping him, he'll fight like the mad bear he is to break free, to escape and sow further chaos in Skyrim."

He stared individually at each of the six men and women in front of him, making sure they felt the weight of his next words.

"We. Won't. Let. Him."

He watched the words sink in, he wanted them to understand just what was at stake, _needed_, them to understand what was at stake. To his surprise, Captain Torvg cleared his throat, "Permission to address my fellow captains, General?"

Tullius raised one brow, "Granted."

"Thank you sir," The Nord captain stepped forward and about-faced to stare at the others. "What the general's trying to say, in a polite and dignified manner that is respectful to all currently in attendance-"

"Get on with it!" Captain Armont snorted.

"- is that no matter how fierce the fighting gets or how many casualties the companies sustain…" here Torvg stopped and his voice suddenly rose with a thunderous roar that set the blood on fire.

"_You will hold the line, you milk-drinking sons of whores!"_

"And daughters" Lucilla interjected dryly.

Tullius waited for the laughter to die down and the mood to somber again.

"Skyrim has seen enough war," he finished quietly, "let's make sure it ends today."

_**A/N: Apologies for the length of this chapter, since it's mostly talking, I figured it better to squeeze into one chapter instead of taking up two chapters.**_


	3. Crossing the Mountains

**Jerral Mountains near the Pale Pass, (Loredas, 15th of Last Seed)**

Caius made his way slowly up a mountain trail. It was less of walking and more of slogging through often knee-high snow drifts. His legs burned something fierce, the muscles protesting at the strenuous exercise. Despite the cold, sweat streamed down his face – a sign he was pushing himself too hard. He looked for a spot he could hunker down in, but there wasn't much to offer. This high up the mountain, the slopes were devoid of trees. Rocky crags jutted up here and there, but most had been smoothed away by the ice-storms that scoured the face of the mountain each night.

"Buggger this for a carriage" he mumbled to no one, "a carriage, a five-course meal, and a warm bed right by the fireplace." His foot slipped on an ice patch. The rogue stumbled to his knees, plunging his hands into the snow to keep his balance. Snow trickled in around his gloves, melting in his body heat and soaking his skin. The wind howled around him, blasting razor-fine snow into his face and ripping whatever marginal heat he had from his body.

"Oh I'd kill for a winter coat right now." He meant it too, if someone wrapped in a fluffy cloak and warm mittens had the misfortune of bumping into him at this moment, they'd be tumbling down the mountainside bare-skinned before they could say "Hey!" He'd throw what few standards he had right down the well if it meant he wouldn't have to shiver again.

_Void, I'd even settle for a _cave_ at this point!_

As if one of the Divines had taken pity on him (doubtful since he neither believed they really existed or gave a damn about the insignificant mortals beneath their feet) a break in the wind showed a small rocky crevice off to one side of the trail.

Caius rubbed his eyes to make sure he wasn't hallucinating. When the cave entrance remained there, he paused expectantly and turned to the grey skies.

"So…how about that coat?"

When no ermine cloak descended down on a column of light, he scowled and shouldered his pack again. "Bloody cheapskates" he muttered as he slogged towards the narrow opening. It wasn't the most spacious opening, but Caius was able to squeeze through without too much trouble. The rocky passage quickly turned into a sharp U-shaped bend. At the other end of the bend, the tunnel opened up into a decent sized cavern made of smooth rock. Large, angled holes in the ceiling above him let in an odd sort of gauzy white light. The floor sloped slightly down and drifts of snow had seeped in over the years, covering up parts of the rocky floor.

And while the inside of the cave wasn't much warmer than the weather outside, it had no bloody frost-gale rampaging around in it. Caius set his pack down with a sigh and pulled a small bundle of coal-lumps and kindling from one of its pockets. He cleared off a spot and started a modest fire. Then he leaned back against the smooth wall and tried to think about how he'd gotten into this mess.

_It had been three weeks since he'd fled the Imperial City. The rogue had made good progress all things considered. He'd hiked cross-country to avoid the main Imperial high way, but that had been a pleasant stroll through late autumn woodlands and gently rolling hills. Whenever he'd tired of sleeping under the open sky, there was always an inn or travel house close by._

_At Bravil, he'd learned the Pale Pass was closed and closely watched by Imperial soldiers. All travelers were being turned aside, no matter how important, unless they were on military business. During the evening he'd spent in that warmly lit tavern, he'd heard locals mention travelers taking to the mountain trails to skirt the Imperial road-block._

_Having just finished a three week cross-country trek, Caius had felt pretty good, even downright proud, of how well a city-dweller like him had adjusted to the hardened life on the road. So, with the confidence of someone who's never done it before, he decided to scale the mountains as well._

_Worst mistake of my life_ Caius grimaced. It had taken only a day of clambering up narrow crevices (scraping his fingers raw in the process, and straining muscles in places he didn't even know _could_ be strained) to make him realize that strolling through the countryside when civilization was only a few miles away did not in fact, qualify one for the life of a hardened adventure. The heavy rain that came later that night and left him soaking had hammered that point home.

The rain had quickly turned to snow by the second day – and with it, the Divines damned cold. The long hours of walking he could take, the rations of hard bread and dried meat that tasted of too much salt he got used to. He could even tolerate the bedroll that seemed paper-thin whenever he tried to sleep. But the cold was everywhere. It was with him when he woke up, turning his shivering breaths into ghostly clouds, and stayed with him, seeping into his clothing and straight to his bones.

Today had been his first real chance to get into some respectable shelter and not just under a convenient shelf of rock. He sighed, when was the last night he'd spent in an actual bed?

Oh…that had been the inn at Bravil. There'd been a fire roaring in the stone hearth. Nordic men and women laughing and telling stories or sharing a bottle of honey sweet mead.

_And the food…_he sighed, his lips twitching at the phantom memory of roast slabs of sizzling beef and rich vegetable stews…and for desert, a platter of golden sweetrolls glistening with honey. _And that lass, _a different part of his mind chimed in. His lips twitched again this time in a fond smile. He was remembering the little Breton lass with the honey hair and soft lips. He'd given her a twirl or two when some bard had struck up a lively tune and Caius had been inspired to dance. Oddly enough, he couldn't remember much about her beyond that, save for later that night, beneath the sheets, her body had been _warm_.

Then again, his hair was frozen to his scalp, and his fingers were ice-pale, so perhaps it was less of an excessive fixation on cuddling and more his mind latching onto immediate needs of his continued survival. Well, it was cozy enough in this ice-box of a cave. He still had a three-day supply of fuel and a couple strips of that over-salted travel jerky left. Assuming he'd read his map right, there'd be a trail a a few miles up that would lead down to the Pale Pass – at a point past the Imperial roadblock, of course.

Feeling the tiredness in his bones, Caius leaned back on his pack and decided a quick rest was in order. Clasping his hands over his chest, he closed his frost-crusted eyelids and started to doze off.

Somewhere in the cavern, some snow fell to the ground with a soft splat. Caius ignored it.

More snow fell, with more annoying splats. This time a large clump landed on the fire. The flames hissed, releasing steam, the fire sputtered low.

Irritated, Caius snapped his eyes open.

_What the bloody Void does a man have to do to get some shut-eye 'round here?_

More snow fell from the hole, pit-patting against the ground. Now frowning with annoyance, Caius glanced up.

That frown froze on his face as a long flexible leg emerged from the hole above him. It was a muddy-brown chitin, covered in stiff hairs as long as his finger. The grotesque leg waved around in a disconcertingly fluid movement, shaking off clumps of snow that had adhered to it. Then the two-pronged claw at its tip latched onto the stone lip of the hole and dragged its owner into view.

Caius stared up at the largest spider he'd ever seen. The spider's eyes stared back, all eight of them. It had large fangs as long as his arms that drooped over its mouth. They ended in sharp points that dribbled a pale fluid.

"Oh you've got te' be shitting me" he mumbled, in a horridly fascinated tone "How the Void can you be that _big_?"

The dog-sized spider dropped down on a spool of thin webbing. By that point, Caius was already moving, primal fear lending speed to his body. With an angry/fearful scream, the rogue dove to the side as the spider dropped silently down to the ground. The arachnid landed three feet from him. Its claw tipped front legs waved in the air above its head, preparing to strike.

Caius struck first. The elven blade hissed from its sheath. There was only a momentary tug of resistance as the knife sliced clean through one of the limbs. Pale green ichors seeped from the wound. The spider reared back and –

-and after that things got a bit fuzzy. He remembered wading in with his long knives and pale green arachnid blood scattering on the cavern walls. He might have also been stomping its weakly struggling head with his boot, and he dimly recalled a little voice in the back of his mind screaming: _Kill it! Killit!Killit!KILLIT!_

He'd always had a problem with spiders.

When rationality finally returned to Caius, the Imperial found himself standing in spider guts. The arachnid itself was hard to find. One leg was over there, another embedded in a snow drift ten feet away, and chunks of leathery chitin had been scattered across the rocky ground. His knives were covered in the green goop and more of the slime stained his gloves and upper arms.

Caius slowly lifted his right boot. It wasn't easy, at some point the boot had somehow become lodged deep in the dog-sized abominaiton's head. It came free with a reluctant '_shuck_' and he scraped the gory boot several times against the rock surface.

_Well_, he reassured himself_ spiders are solitary creatures. It's not like they travel in packs or anything, because that would just be-_

More snow began falling from the ceiling shafts, seven of the shafts, to be precise.

_- that would just be downright terrifying._

"Oh to the _Void_ with this!" he snapped in fearful outrage. The Imperial snatched up his pack and dashed from the cavern as the eight-legged horrors descended silently from above. He might freeze to death before he reached the pass, but Caius certainly wasn't going to be resting any time soon.

* * *

His troops got into position around the pass close to midday. They moved quickly – the Legion scouts along the trails had reported Ulfric's forces were only a few miles away. Lucilla and Torvg's _cohorts_ were stationed along the lower hills of the pass, closest to where Ulfric's forces would emerge. Jeriss and Veris, the Battlemage twins would take up the rocky middleground. The boulders and rock outcroppings would provide the battlemages protection from enemy fire and give them a good line of sight on the battlefield below them. The rest of Tullius's "Anvil", Armont's and Claudicus's _cohorts_ had been stationed on lower hills just past the mages.

Tullius himself surveyed the Pass from a narrow outcropping of rock that overlooked the entire area. Six battlemages had been drawn from the twin's combined _cohorts. _They wouldn't take role in the fighting, but they'd have an even more critical job, ensuring Tullius could communicate with the six captains in the pass.

Lady Elenwen herself had politely declined to stay, citing business elsewhere that she needed to oversee. The Emissary had graciously left two Justiciars with the General to "advise" him and oversee their own mages. One was a female Justiciar, the other, to his surprise, was Justiciar Cerith.

_An over-considerate gesture if you ask me._ He thought wryly. He supposed he should just have been glad they hadn't touched anything. They stood a little distance away and watched the Pass through small globes of blue-tinted magic. They were Scrying spells, allowing the Altmer spellcasters to view the distant landscape up close through magic lenses.

As for Tullius, he had a good 'ol fieldglass, a short retracting tube with shaped glass lenses at the tip to bring the distant battlefield into focus. He currently had it trained on the Thalmor mages assigned to one of the _cohorts_.

General Tullius had been curious to see the Thalmor cast this "Veil" – but so far he hadn't seen anything through the fieldglass other than Thalmor Blackcoats with their arms stretched to the skies. Finally losing patience he turned to the pair of "advisors"

"So when will this Veil happen?"

The female Altmer gave him a condescending look, "We just finished."

"Really?" he snorted, turning back to the field, "Because I don't see-"

One second a hundred men and women of the Legion's finest were standing in formation.

The next, they were gone.

Tullius lowered the field-glass carefully, "Oblivion" he swore. He lifted the glasses again and scanned the rest of the pass. His entire ambush force had vanished. His mind reminded him they were simply hidden under a veil, but his eyes were refusing to believe that.

"This is how you did it in the Great War, isn't it?" he muttered, "The hidden camps in Elsweyr." A line of hidden camps that had contained a vast Thalmor army. The Great War had begin with ten thousand gold-plated Thalmor soldiers pouring into southern Cyrodill. Within days half the empire had been simply seized.

The female Justiciar remained stone-faced, but Cerith inclined his head curiously, "I believe it would take many mages working in tandem to create such a feat. Surely you don't think our spellcasters had nothing better to do than stand in the woods all day with our arms outstretched?"

"That wasn't exactly a denial," Tullius said.

"Nor was it an admission of guilt." The Justiciar pointed out.

Tullius frowned, a sudden worry popping to his head, "What happens if their arms get tired? Will that break the Veil if they're not…holding it?"

"Hardly. So long as they are constantly casting it, the spell will be unbroken. Raising their arms merely allows their combined magical energies to flow together better, decreasing the drain on their magicka pools."

"So it's meant for efficiency."

"Actually," Cerith paused thoughtfully, "I think it's mostly so they look suitably mage-like while they're doing it."

Tullius snorted, "Trust an Altmer to turn war-magic into a performance piece."

"War _is_ a performance piece, General."

* * *

Caius ran through the drifts of snow with a speed he didn't believe possible. From time to time the howling wind cleared enough for him to see the spiders that were hunting him. Even though Caius had had a head start when he tore out of the cave, the spiders had been relentless. They scuttled along about a hundred yards behind him, at a sedate pace.

His lungs were on fire, his legs were jelly, and he'd quaffed the last vial of stamina-enhancing potion twenty yards ago. The snow seemed to drag at his feet and suck at his legs. He wasn't running so much as thrashing wildly through the snow-banks of the hill in front of him.

Every time Caius slowed to catch his breath, the spiders seemed to sprint forward, forcing him to run again. At first, he hadn't wanted to believe it, but the scary truth was the spiders were cunning. They were biding their time, letting him tire himself out before they closed in.

Finally, at the top of a hill, he slowed. The spiders, sensing the end was near, put on a burst of speed, spreading out in a semi-circle. Grimly, Caius lifted his foot to take one last step.

A step that turned out to be fateful, for it sank through the suddenly shallow snow and onto a sheet of treacherous ice. The world tilted violently forward and he countered instinctively by throwing his weight back.

Unfortunately, he'd stopped his forward plunge by sacrificing his tenuous footing.

Man and nature hung in a tenuous balance for a heartbeat and then he was falling. He flung out his hands and dragged rents through the snow, trying to find something to grasp. He hit a minor ledge, shooting out into empty air.

Impact.

A rock smashed against his hip, he cried out and landed wrong. Now he was rolling down the hill like a log. The white world around him spun faster and faster- he left the ground again, went airborne as he tumbled over a ledge-

-and landed in a particularly deep snow bank at the bottom of the hill.

Minutes passed. Snow drifted serenely down on the man-shaped hole in the ground. Slowly, reluctantly, a trembling, snow-crusted hand rose up, like a phoenix rising from the…well, snow. Every muscle in his body felt like lead, his head couldn't decide if up was down or sideways, but somehow, miraculously, he had survived a plunge down the mountainside.

Caius pulled himself out of the snow bank. Then he plopped down and rolled over onto his back to stare panting, up at the grey skies above him. Moving his head slowly to his right, Caius saw distant hills and snow-pines and closer, paving stones of some kind.

Like he was next to a road.

Leveraging himself to his knees, then slowly, achingly, to his feet, Caius took a better look around. He glanced at the road, then back up the high slope where a furrow in the snow marked his sudden descent, then back at the road.

He was in the Pale Pass.

He'd made it.

It startled as a soft "heh…" and grew to a wheezy chuckle, then graduated to harsh laughter with a faintly hysterical edge to it.

"Take that…you…stupid mountains. You…you think you c-can get tha' best of me?" He laughed harder, and shivered harder, his chattering teeth stuttered his words "You think some….some snow and some cold a-and some spiders f-from Oblivion are enough to t-t-take me?" He raised his trembling hands and flashed a double one-fingered insult up at nobody in particular, "Hah! I-is that all ye' got?"

And then he heard a low, rumbling thunder, the clack of metal armor and the stomp of boots hitting the ground in unison.

Caius slowly turned around.

He watched with a growing sense of disbelief, as hundreds of tall, blue-cloaked warriors emerged from the whirling snow behind him. They were covered in iron-scale armor and closed helmets with black sockets for eyes. They were armed with swords and maces, war-hammers and battle-axes, recurved bows and quivers packed with black-fletched arrows. Someone shouted out an order and the entire army came to stop thirty paces from Caius.

"Huh," he mumbled, "I guess that'd do it."


	4. The Battle of Pale Pass pt 1

Ulfric strode to the front of the column. His men parted before him and Ygritte was a half-step behind. He came to a stop and stared at the man who'd stumbled onto his war-band. He wore dark leathers and a hooded travel cloak, one meant for Cyrodill's mild winters rather than the frigid Skyrim weather. Snow had crusted on his shoulders and his face was pale, the skin around the eyes slightly sunken in a sign of fatigue.

But the eyes themselves peered at him with sharp intelligence and something more. Those eyes were as blue as Nordic ice but ringed in the center by flecks of hawk-eye gold, an unnatural combination that made the hairs at the back of his neck rise. The face itself however, was undoubtedly Imperial - no hiding those arrogant cheekbones or that pursed lip.

"Who…are you?" Ulfric asked finally.

"Caius."

"An Imperial name." Ygritte mused, "I bet you must have some long fancy family name to go with that."

He turned towards her and raked his gaze up and down her body with a lascivious glint in his eye. Ulfric restrained the sudden, surprising, urge to hit the man somewhere painful.

"Just plain, simple Caius, if it please you."

"And if it doesn't?"

"Well then," Caius blinked innocently, "That'd be a real problem, wouldn't it?"

Something about that tone struck him as wrong.

Ygritte heard that tone as well. She took a step back – not in retreat, but to give her some room to sling that massive axe cocked against her shoulder."He's probably an Imperial spy," she said in a casual tone, "I say we cut his head off and throw him down the nearest hole."

Caius eyed her angrily, "Lady I just spent three bloody days clambering up mountains to _avoid_ an Imperial road-block. I've got icicicles in places I didn't even know could _get_ icicled!"

"Well then, plain, simple, Caius" Ygritte said sweetly, "would you care to explain how you got these weapons? An Imperial dagger and a Thalmor knife - neither are factions we Nords care to see in these parts."

"What can I say? They were on sale."

"Or given to you by your masters." Ulfric remarked dryly.

"If I was an Imperial – or a Thalmor – spy, I wouldn't be stupid enough to carry an elven knife. Because then I'd questioned by people like _you_." There'd been something there, a savage little twist as he'd said the word _Thalmor_ like it was poison in his mouth. Ulfric stared at him, studying him in a different light. It was hard to see because his face was so pale, but Ulfric could make out scarring on the man's face. One across the bridge of his nose, a sideways V-shaped mark on either cheek, a curved line that plunged across his forehead and a deeper one that stretched across his jugular. The scars were barely noticeable at first, just thin silvery lines white with age. The weapon that had made those must have had a keen edge to leave such delicate calling cards behind.

Ulfric had a good idea just what kind of weapon had been used.

* * *

"Where in Oblivion did he come from?" Captain Armont growled. One second the plan had been going smoothly, the next some dark-clad stranger had blundered down from the slopes and right into the Stormcloaks. The traveler couldn't have come at a worst time. Ulfric's army stood frozen, only half-way into the kill box of Tullius's ambush.

One of the four Justiciars stationed with his _cohort_ – Armont hadn't bothered to learn his name - raised a thin brow, "It appears he came over the mountains."

The captain glared at the Justiciar, doing nothing to hide his extreme unhappiness at working with an elf "Shouldn't you be doing your spell?"

"We _are_ casting the Veil. It is a continuous spell, which means we must stay in position around your men."

Armont frowned, "What if you run out of magicka?"

"That would be unfortunate, but so long as the four of us work in concert, we can keep the spell going indefinitely."

Captain Armont turned back to watch the army below them. "Stand ready boys" He said quietly to the men, "This could get messy."

He could have shouted the order – the Justiciars had assured him that the Veil filtered all sound and light that left the box – but standing on an exposed hill in clear view of the Stormcloaks below them, Armont found himself not wishing to test that claim.

He waited with a held breath, eyes riveted on the pass. He wasn't alone, everyone's eyes were fixed on the pass, you could've cut the air with a knife, the tension was so thick.

So no one was paying attention to the slope that the man had slid down. If they had, they might have seen a brow-coated leg rise menacingly over the lip of the hill.

Many of the greatest battles in history had swung on simple luck – a unit failed to notice a signal, a stray dog's barking that ruined a sneak attack, unexpected twists of fate that sent even the most well-laid plans into shambles. In the case of the Battle of Pale Pass, the twist of fate lay with a handful of hungry Frostbite spiders that had tracked a single man down a mountain slope – and come across even larger prey.

The Justiciar positioned at the back corner of the Imperial company heard a faint scritch-scratch. He turned and blinked in surprise at the spider staring straight at him, almost like it could see him. An absurd notion, the Veil blocked all visible light and sound.

But the Frostbites, adapted to the cold, didn't see visible light – what good was light when blizzards often created whiteout conditions anyway? No, it was far more useful to see in terms of heat and right now the spider was staring at the largest buffet of heat blurs it had ever seen. The Frostbite leapt through the Veil and pounced on the surprised Altmer. Its fangs sank deep through the spell-warded coat, injecting potent toxins into the Altmer's body as he screamed.

The Thalmor did what any surprised, panicked spellcaster would do when a large insect is chomping down on one – blast that damned critter with a fistful of lightning. This was bad, for Veils functioned exactly like mass Invisibility spells.

The blast of lightning burned a hole through the Frostbite and ripped through the Veil. The Illusion magic wavered, the weaves coming undone by the interference of the Destruction magic.

The six Frostbites remaining heard the panicked screams of their prey and swarmed forward.

* * *

Screams suddenly rent the air above the pass. Screams followed by a blast of lightning. The Stormcloaks stared in surprise as an entire company of Imperial Legion soldiers appeared on the hills in front of them. The soldiers were fighting a small pack of Frostbites – or rather, viciously stabbing, hammering, and crushing them frantically. The poor spiders had been overly ambitious and were squashed quickly. It was only then that the Imperials became aware that their Veil was gone.

For a moment a tense equilibrium was established. The Imperials stared at the Stormcloaks.

The Stormcloaks stared at the Imperials.

Then somebody in the Stormcloak line just had to yell _"AMBUSH!"_ and the whole thing went to Oblivion in a coffin. The Imperial captain in charge of that cohort on the hill fell back on the age old adage. _When in doubt…_

"_Attack!"_

Trumpets blared and a hundred legion soldiers were charging down the hill. They weren't alone – with shimmering lights, more companies appeared, as if they'd summoned out of thin air in the hills around them.

* * *

General Tullius was not watching his carefully orchestrated ambush fall apart – he was too busy trying to save it.

"Tell Captain Armont to pull his men back into a tight formation! They're getting slaughtered without a proper shieldwall and are blocking our mages from casting!"

"Get Claudicus's men moving down that hill to join up in a reinforced block, I want them marching towards the Stormcloaks as soon as possible, but tell them to leave some space for our mages to work."

"Send word to Captains Jeriss and Veris: reshuffle your lines, get back in range of the Stormcloaks, as soon as Armont's company is clear, open up with the fireballs, don't hold _anything _back."

The mages turned and started speaking urgently into shimmering green orbs suspended between their hands – communicating with the captains.

Even with instantaneous communication, assuming the captains acted promptly, it would still take minutes for Armont to spread the word to his scattered _cohort_, and more minutes for the twins' _cohorts _to reposition.

Minutes the ambush didn't have. He'd hoped the Stormcloaks would have given in to battle-lust and charged Armont's company – that at least would have drawn them deeper into the ambush. Instead it had been the reverse – the Stormcloaks had maintained discipline and Armont had let his usual aggressive nature get the best of him.

Worse, some of the Stormcloaks' spellcasters were spraying frost on the road as the army fell back. The ice would make the ground damned impossible to stand on, even if Armont got his formation back together, they'd be slowed to a crawl as they stumbled across the ice.

And then he caught sight of Captain Lucilla's formation – on the move. "By the Dvines," he muttered, not knowing whether to be inspired…or horrified, "She's trying to follow the bloody plan."

* * *

At her own position on the lower hills, Captain Lucilla had been gripped by the same temporary paralysis that had affected her fellow officers. This hadn't been part of the plan, they were supposed to sliding neatly behind the surprised Stormcloaks. Only the place her cohort was supposed to be in was instead occupied by half the bloody Stormcloak army.

Something had to be done, before all of Ulfric's forces slipped away. The plan had called for her and Torvg's companies to move down the hills and form a rearguard that would block off Ulfric's escape. Terrifyingly enough, she saw no better alternative than to try to follow that plan.

"Wedge formation." Captain Lucilla ordered, surprised at how steady her voice was. The block formation shifted around, reforming into a loose triangle of men and women, with her at the tip. She stared down at the sea of blue swarming the valley pass and tried not to think too much about what she was about to do.

Then she took a deep breath and sounded the advance.

The company started down the hill at a fast trot. The principle of a wedge formation worked just like the mechanics of a spear's tip or a sword's blade. A single soldier was the tip of a large triangle of packed men. The single-man tip would open a tiny hole in the enemy formation, as the wedge formation drove deeper, the gap would be forced wider.

_The plan had called for her and Torvg's companies to be charging down the hills in tandem. It relied on them getting behind the Stormcloaks before they even knew what was happening – when they'd still be reeling from the massive barrage of fireballs from the battlemages. _

Now they were picking up momentum, plunging down the hill like a living juggernaut. Behind her the rattle and clack of metal _lorica_ sounded like rolling thunder.

_The plan had explicitly stated that by the time the Blues got their wits together and ordered a retreat, the two legion companies would be joined in a solid shieldwall with plenty of numbers to hold the Stormcloak retreat._

She looks at the five-hundred strong army she was about to charge into.

_The plan had said nothing about plunging into the middle of a hostile army and hoping for the best._

_Divines, that's a lot of angry rebels _she thought and then she impacts with the Stormcloaks and all her thoughts reduce to the here-and-now.

Upon striking the enemy, the formation tightens; the men compact and lock shields, presenting a solid barrier along the flanks of the point. She smashes shield-first into a large Stormcloak Nord. He's knocked to the side and the man behind her stabs him in the gut as the wedge presses deeper.

But the tip of the wedge is alone in combat, there's no one on either side of her to lock shields with, just the men behind her, and the Stormcloaks all around her. Her short sword, too short to duel with is now so deft and maneuverable in the heavy press of bodies. She thrusts out from under her shield, catching another Stormcloak in the gut. The stench of entrails fills the air, hot blood spatters on her shield and her feet.

He falls, her feet trod over his body and then it's onto the next. She drives forward into the press of twisting, writhing bodies, pushed on not just by her own body but by the man behind her, and the man behind him. Behind her, left and right, her fellow legion troopers widen the gap, shunting the Stormcloaks before them to the sides, a rock that forces water to flow around it.

At first resistance is light. That quickly changes as surprise wears off and more and more Stormcloaks turn towards her. Footing is quickly turning slippery, between the blood and churned snow, even the thick hobnails of her boots are having trouble gripping on the uneven carpet of dead and dying soldiers.

She blocks an axe blow with her shield and stabs low. The wounded Stormcloak staggers to the side cradling his guts and she takes another step forward. A giant of a Nord to her left comes at her, swinging his hammer overhead.

Compacted as she is with her fellow soldiers, there's nowhere for her to dodge. She sets her shield up high and catches the blow. The iron-head drives through her shield, just below her braced arm. The impact drags her shield down low with the hammer's own downward motion.

So she stabs over it, two feet of legion steel ramming through the toughened hide and iron-scales of his armor.

He bellows and staggers back, but his hammer's still embedded in her shield and it's ripped from her grasp. Someone thrusts at her with a two-handed sword, she chops at it with her sword, hammering the heavy iron blade into the ground – but her shoulder erupts in pain as a different Stormcloak drives a spear beneath her shoulder pauldron. As she turns to deal with that, something else clubs her on the helmet.

The world erupts in white and pain and blood from a scalp wound is dripping down her face, blinding one of her eyes. She drops to her knees, unable to balance herself to stand and there's a Nord devil with blood smeared on her face, mouth gaping in a banshee scream that curdles the blood. She has an iron mace in her hands. It's caked in blood and white flecks of bone.

_Wonder if it'll hurt, _she thinks.

-and a Legion shield drops into place over her as the pair of troopers behind her come forward. The mace head makes a loud _crack_ as it strikes the wood, the soldier holding the shield grunts in effort. He stabs out low, just like they're trained, catching the Nord in the gut, where the armor's thinner and the wounds are more painful.

A hand slaps onto the back of her _lorica_ as the other man drags her back from the front. The man who shielded her becomes the new tip and the wedge grinds on.

But it can't last, it won't last. The wedge has punched deep into the Stormcloak ranks, but it's also enveloped itself in Blues. A hundred soldiers, surrounded by an army of five hundred. Her men are fighting on two flanks and more and more Stormcloaks are circling around to the rear of the formation.

The weight of numbers will press her company to the breaking point. Once unit cohesion breaks down, the men will be routed.

They can last another five seconds, ten at the most. She's trying to think of something, some order to give that'll save her cohort, but her skull's pounding, and the world of blood and smashing steel is tilting dizzily around her –

-and then a crash of metal on flesh as Torvg's own wedge slices into the Stormcloaks from the opposite hill. His _cohort _starts pressing towards her men. The sight of friendly faces in this maelstrom of a fight enlivens her troops. There's hope now, if they can link up with Torvg, form a proper line of shields they'll just be attacked on two sides instead of four.

_A/N: Due to length, I had to chop this one in half and part two should be up soon. I want to say thanks to all the people who took the time to review, and please, feel free to keep them coming :)_

_Cohort - (roughly analogous to company, it just sounds more Legiony)_

_Lorica - Steel armor made from segmented plates. _


	5. The Battle of Pale Pass pt 2

Ulfric swept aside one soldier's stab. He side-stepped to get to the left of the soldier's shield and Winterfang whipped out in a heavy slash. The sword's blade slammed precisely through the soldier's unarmored neck. Ulfric kicked the headless body to the ground and blocked another Legion soldier's overhand chop with contemptuous ease.

Individual battles raged around him as dozens of Legion troopers pitted steel against the Stormcloaks. The captain who'd ordered the attack had either been desperate to try to salvage the ambush or too aggressive to realize his mistake. Instead of keeping them in a tight formation, he'd loosed his men like dogs to chase down the Stormcloaks.

_Dogs fighting bears, terrible for the dogs._ On average his Nords were stronger, taller, they had longer reach and longer weapons. Without a proper shieldwall, where the Legion troopers could use their discipline and teamwork to bring down their larger foes, the Imperial soldiers were meat for the butcher.

Ulfric dispatched another two soldiers with lightning-swift strikes, blocked a third's shield bash and whirled to deliver a beheading stroke to his opponent. The Stormcloak leader didn't fight in the legion style, a monotonous block-and-stab routine. He was a Jarl of Windhelm and had been training with swords since he was old enough to hold one. His blade Winterfang had come from the Skyforge itself in ages past. The metal itself was unbelievably strong, and the enchantments carved into the blade gave it a keen edge sharper than even Thalmor swords. The white blade cut through mail like snow and left deep rents in the plated _lorica_ armor the Legion wore.

He turned and another Legion trooper was suddenly right in front of him, charging with his sword held low to thrust into Ulfric's gut. With no time for a swing, Ulfric lunged with the sword. The blade punched clean through the surprised soldier's heavy _lorica_ and his own momentum drove the solider three feet up the blade.

Winterfang became lodged in the dying man's body. Ulfric wasted a precious second planting his boot on the corpse to leverage the sword free. Seeing his predicament a trio of Legion soldiers broke through the general melee and rushed him.

With a final heave, Winterfang came free but the soldiers were too close, one was already stabbing out with his short blade-

-and with a surprised yelp he disappeared beneath the swing of an axe. The second soldier snapped his head to the side in surprise and Ygritte's return swing obligingly took it off. The Battle-Maiden's face was covered in a mask of scarlet blood and her blue eyes burned with a cold fury as she readied her axe for another swing. The third trooper taken back by the sudden deaths of her comrades, was torn between fight or flight. Her indecisiveness turned fatal as Ulfric cut her down with Winterfang.

Seeing the blood on his lieutenant's face, Ulfric paused, "Ygritte-"

"It's not mine" she assured him, "There's two cohorts of Imperials trying to cut off our retreat." Ulfric turned back and saw the Imperial wedges driving through the heart of his Five Hundred. Ulfric looked back to the front.

The battered cohort of Legion troopers had learned their lesson – or someone with more sense and higher authority had interceded. They were reforming a dozen yards from the Stormclaok front into a proper shieldwall that started to advance.

"They're trying to pin us between their shieldwalls." Ulfric told her. The Stormcloaks would be compressed between two encroaching walls. In such close quarters the Stormcloaks' longer reach would work against them. They'd be unable to swing their axes and swords while the Legion would reap a butcher's harvest.

Ygritte glanced at the thick sheets of shimmering blue ice that covered the road between them and the Legion. "Like to see 'em keep their pretty formation over _that_."

"The ice will slow them down," Ulfric agreed, "but it won't stop them. We need to punch through that rearguard blocking our retreat."Together they moved through the Stormcloak army. His soldiers parted quickly for him, and Ulfric was able to move swiftly down the line.

Then someone shouted a warning – Ulfric looked up.

Dozens of fiery red balls glided almost serenely down to the men stuck in the Pass. "Shor's Bones," Ulfric whispered in horror _"Wards!"_

Dozens of Ulfric's storm-mages hustled forth, erecting shimmering blue fields of repulsive magic. The rest of the Stormcloaks hurried to get behind the magic shieldwall.

Ulfric realized most his men weren't going to get behind it in time. He started to move, to command, to do_ something_ to try to stop what was about to happen. Ygritte knew better. She grabbed him and threw him to the cold snow, then threw herself on top of her Jarl.

The Legion fireballs brushed gently against Stormcloak steel – and then exploded.

A horrendous orange glow erupted from the Stormcloak front lines. The air crackled with a destructive roar as the fire spells exploded. The men and women caught in the epicenter of the massed volleys simply disappeared, flesh incinerated to clumps of ash and blackened bone, metal armor reduced to liquid slag. Those on the outskirts had furs and blue-cloaks spontaneously ignite while the iron-scaled suits of mail they wore burned cherry-white. Injured screams racked the air as Stormcloaks baked to death inside their own armor.

The waves of heat continued to roll through his army until it smashed against the shimmering wards of his mages. Offensive magics crackling against defensive spells. And then the volley was over, as suddenly as it had arrived.

Thick, oily smoke mingled with steam from the snow that evaporated under the intense heat. The stench of burnt flesh and acrid sting of burning metals assaulted Ulfric's nose. Ygritte rolled off him, tugged him to his feet.

Charred, man-shaped lumps lined the northern road, at least a hundred. Many still had flames gently crackling on their cracked flesh. The stones glowed red with heat and the vast sheets of ice he'd had his mages lay down were nothing more than obscuring steam.

Another barrage, two at the most, and he wouldn't have an army left. He had to take out those Battlemages, but _how?_

He found his answer in the clouds of steam rising from the pass.

Turning quickly, he ordered his battered battlemages to cast fire spells of their own at the slopes of the hills the Legion spellcasters were hiding behind. None of his mages pointed out that fire-magic was their weakest area or that with the Imperial battlemages hiding behind the rocks, it'd be a miracle if the spells hit.

None of them argued against what was on the surface, a very stupid plan that would only waste magicka. Instead, with much nudging and winking, they threw a line of fire-bolts at the hills where the Battlemages sheltered.

One or two sailed high enough to force an Imperial battlemage to duck, but dozens of the fiery darts slapped into the snow-banks in front of the rocks. The magical fire quickly melted the snow, creating curtains of steam that hindered the Imperials' line of sight.

"Wait five-counts," Ulfric ordered, "And then unleash every last spike of ice you can dredge up."

Ulfric counted down from five and hoped he'd read the enemy commanders right. He couldn't hit them while they were behind cover, but they couldn't hit him through the steam-clouds. Tasting victory, would they abandon caution?

He believed the answer was _yes_.

When the count reached zero, _hundreds_ of razor sharp ice spikes leapt from the Stormcloak mages. They shot up the hill, through the dissipating clouds - just as dozens of hooded mages emerged from the steam.

The Imperial Battlemages were caught flat-footed, they'd expected to emerge from those clouds and rain another barrage of fire down on their routed opponents. Nothing could have prepared them for the storm of razor-ice that descended upon them.

Ice spikes ripped through the light leather armor of the mages like heated metal through snow. The spikes punctured their fragile bodies, riveted them in the gut, the chest, the arms. Heads snapped back with ice-shafts sunk into bloody eye-sockets. Mouths screamed and then were gagged as ice skewered throats. No one in the first ranks survived. Some in the rear ranks managed to throw up wards in time, but their magicka was running low and the wards didn't hold against a second volley. The few survivors, those lucky enough to be only wounded, tried to crawl back up the hills, to the shelter of the rocks.

Maybe some of them made it, but none that Ulfric could see.

Ulfric watched with grim satisfaction as his mages cast a last volley, mopping up the wounded. Any sympathy, any misbegotten pity from one human to another, had evaporated with the hundreds of Stormcloak corpses lying in the charred road behind him.

He turned from the red-stained hill slopes and caught Ygritte staring at him, something akin to awe in her blue eyes.

"What?" he asked.

"Ulfric you just _wiped out_ two Battlemage companies." she exclaimed happily, "The Imperials will be furious!"

"We're not out of the storm yet." He warned her, "That Legion shieldwall will start grinding against us in a minute. We need to smash a hole through their rearguard while they're off-balance and make our escape."

* * *

Lucilla's battered _cohort_ had linked up with Torvg. Together, the two companies had managed to establish a wall that cut Ulfric's army in half. So far that was the only good news. The Stormcloaks behind them, far from retreating, were hacking furiously at their wall, desperate to free their fellow rebels. The Stormcloak in front of them, knowing that they were being boxed in, threw themselves with an even greater ferocity at the Legion. The Battlemages' fire barrage had lifted the beleaguered troopers spirits. But that had quickly plunged to horror as they witnessed the end results of Ulfric's trick.

Without the Battlemages to act as a hammer, the Imperials were stuck with two anvils. True, they could try to grind half the Stormcloak army between them, but that would take time, and more importantly, man-power, both things the Legion soldiers were woefully lacking in.

Exhaustion and loss of morale were taking their toll. Tiring out, the men were sustaining more wounds, more wounds meant front ranks had to be swapped out sooner, which meant the men had less time to recover in between fighting at the front and resting in the rear. The lines started to waver, stretching dangerously thin at several points.

Lucilla knew that if the Stormcloaks opened a breach, this battle would be over in minutes. Captain Torvg noticed it as well. He sucked in a deep breath and gave vent to that parade-ground yell that he knew so well.

"_Hold the line!"_

Torvg's roar cut through the clash of steel and screaming men. It sliced through the fog of battle, the barely restrained panic, the desperate press of men pushing against men. It lit a fire in the soldiers they didn't know they had. The battered _cohorts_ snapped their shields together and the line stiffened up again, running not on stamina but on the Divines damned tenacity not to be driven another step back.

Captain Lucilla dared to hope they might yet survive.

_Then there came a voice on the wind, terrible in sound, devastating in force, a Thu'um._

"FUS ROH DAH!"

The center of the shieldwalls was blown in as a wave of pure force struck it like a hammer blow. Men slammed to the ground and into each other with enough force to break bone. Into this gap strode Ulfric Stormcloak. He cut down the disorientated and downed soldiers like wheat to the scythe.

She saw a large man rise from his knees – Torvg. The giant Legion captain shook off the effects of Ulfric's Thu'um blearily, like a drunken man roused from too-short a sleep. He retained his wits enough to flick his shield up and grip his sword grimly.

The Stormcloaks by unspoken decree flowed around him. He was Ulfric's kill. Ulfric's first blow sheared the tip off the shield. His second and third vivisected the reinforced wood and metal leaving Torvg with only the shield's handlebar in his grip. His fourth caught Torvg's thrust and effortlessly turned the short-blade aside.

Ulfric pivoted the sword and the next stroke slashed down, severing Torvg's leg at the knee. Torvg flopped to the ground. He didn't scream – with all the blood pouring from the wound and the adrenaline of combat he was likely in shock. But Torvg was lucid enough to speak. As Ulfric raised his sword high for the killing stroke, Torvg's bloodied head tilted back. He stared up, matching Ulfric's stare and he was unafraid.

"Sovengarde awaits me, yeh usurping dog."

Ulfric's face twisted into a murderous mask of rage. His eyes blazed with sudden hate. The sword flashed in the muted sun.

Torvg's body fell to the ground. A second later, his head joined it.

* * *

His lines were broken, his mages were dead or wounded, he had no reserves to throw into the mess. His men were dying like flies and there was nothing he could do. General Tullius turned to the two Thalmor on the hill.

"Help them."

The female Justiciar stared at him like he was some interesting insect that had finally performed a trick. Cerith merely studied him with that damn enigmatic look on his face.

"Help. " Tullius repeated softly,"Or do you really intend to let Ulfric Stormcloak, the leader of the rebel Talos worshippers, slip through your fingers?"

The female Justiciar's face paled. Accusing the elves of an ulterior agenda was probably a compliment, accusing them of being incompetent was one-step short of committing suicide by Thalmor. "Have a care General-" she started, but Tullius's angry snarl cut her off.

"I'll do more than _have a care_ if you don't get off your self-righteous asses and save my men." It was a ludicrous threat of course. The senate and the Elder Council would disown him before they backed up his threats. If anything untoward happened to the Justiciars, it would mean Tullius' head on a pike. But the female Justiciar eyed him warily now, no longer an interesting pet but a rabid one. Because if there was only one advantage of human temperament over that of mer (save the orsimer, of course) it was the ability to be bloody insane in the face of calm logic and bygone conclusions.

Justiciar Cerith inclined his head slightly, as if conceding a point to the human "Well, when you put it in such dire terms." He turned to the female Justiciar, "Elisba, if you would be so kind, contact our comrades. We shall need to coordinate for this casting."

The female Justiciar stared at him, eyes widening slightly in surprise, "Surely you don't intend to violate our orders? We were told to take no offensive action in this engagement."

"Actually" Cerith said dryly, "Those orders were violated the moment Eithel vaporized that overgrown Frostbite. I am merely following precedence."

"A technicality-"

"And one I fully intend to hide behind," Cerith's voice dropped to a silky smooth baritone. "Don't fret, I shall of course take full responsibility for my actions, and yours, if you wish?"

* * *

Once the battle had started, Caius had wasted little time in figuring out how to evade it. He'd thrown himself to the side of the road and reached for the padded pouch where he kept slender vials of potions. One of the vials, a shimmering translucent liquid, was a concoction of stinkhorn cap, motherwort sprig, and a sliver of rare bloodgrass. The potion burned down his throat but left a cold aftertaste behind it. The alchemical spell worked quickly turning his body and clothing invisible.

He skittered along the snow, working his way first east then, as soon as he'd reached the lower hills, north. He'd almost been run over when a wedge of Legion soldiers had come thundering down the hill. One or two in the rear ranks had come inches from unknowingly stomping on him – being invisible meant that while you weren't the target for arrows or pikes, it also meant a charging army wouldn't steer around something they couldn't see.

_Splat goes the thief,_ he thought sourly to himself as he half-crouched, half-ran on a diagonal to the road. If he could clear the neck of the fighting, he could be on his way to civilization while the Stormcloaks and Legion happily tore each other to pieces.

And then, over the shriek of steel, the smell of blood, had come the ominous rumble of thunder. Black stormclouds that came rolling down the mountain conjured seemingly out of thin air. The clouds sank low over the Pass and their bellies crackled with blue streams of destructive magic.

Caius began to run.

And in the ranks of his depleted five-hundred, Ulfric again looked at the sky in horror.

Lightning erupted from the clouds, shearing into filigree thin streaks of blue energy.. The storms didn't crackle lightning they _rained_ lightning down on the combatants. So many bolts shot from those clouds that the Pass was lit with blinding blue light that left burning afterimages in the eyes of the fighters. The lightning should have arced through everyone, indiscriminate of faction, metal and electricity were after all, metal and electricity. But the Imperial Legion troopers intermingled with the Stormcloaks weren't touched.

The Stormcloaks weren't so lucky.

Everywhere the slender bolts touched, large Nordic fighters were thrown like ragdolls, blasted yards high with burning holes still flickering in their scale mail. Some were struck so many times they glowed with a corona of white light – and faded to glowing ash.

Ulfric tried to rally his men – but his voice was lost in the roar of the thunder. Ygritte grabbed him, shook him fiercely by the shoulder, "Ulfric-"

No one would ever know what she had been about to say. Lightning struck Ulfric – and his armor, enchanted to resist magical attacks, turned aside the bolt with a crackle of blue defensive magic. With nowhere else to go, the lightning followed the path of least resistance, across his armor-

-and into Ygritte's body.

For a single, eternal moment, Ulfric saw every pore of her body lit by a divine white light. Her soft lips racked in an agonizing, silent scream. Her sapphire eyes widened, the pupils dilated to pin-pricks.

And then she was gone, blasted thirty yards away to land with a sickening crunch.

"_Ygritte!"_

He ran through the lightning storm, through the panicked mob of soldiers. He ran to her body, skidded to his knees on the snow. She reeked of ash and livid red burns covered her face. Her blue-cloak was charred and the ties holding her scale-mail in place had been burned clean through.

Heart in throat, Ulfric grabbed her, placed his hand over the remnants of her shirt. He felt her heart racing erratically, stopping one second and then pounding furiously the next._ No, nonononono _"Ygritte," he said in a voice that was half-growled and half-pleaded, "Stay with me."

Somebody grabbed him by the shoulder, a helmeted Stormcloak, "Jarl Ulfric, the Legion comes! We must leave!"

His words fell on deaf ears. The Stormcloak kept shaking him until a lightning bolt blasted him away. Ulfric didn't notice. A stream of blue cloaks flowed around him in retreat. He didn't hear them, didn't feel the fabric of cloaks brushing against his armor.

He heard the ominous clack of the advancing Legion, but he couldn't find it in himself to care. All that mattered was Ygritte, cradled in his arms, his world focused into the faint pulse of her heart."Stay with me, Ygritte, stay with me." He murmured that phrase over and over as if his words alone could keep her from Sovengarde.

Pain erupted in the back of his head as something struck it. The unconscious darkness that followed it was almost a relief.

* * *

"Oblvion." General Tullius swore. He studied the carnage of the pass. The Stormcloaks…were fleeing.

Not in an organized fashion, like in the aftermath of a hit-and-run. Helmets were cast aside, swords and axes dropped from fearful hands. They ran panic-stricken to the hills. Some made it, but most were trapped by the Legion. Some of the trapped fought – and died quickly. The others sank to their knees, shocked into silence as Legion troopers bound them with leather ties.

Ulfric Stormcloak himself, the bloody Jarl of Windhelm, was now Tullius's prisoner…

The General turned and cast new eyes on the Thalmor. The battle had raged for a half hour. In that brutal time, Tullius's infantry had killed dozens. His Battlemages had killed perhaps a hundred.

The Thalmor had killed three hundred in a span of seconds.

With only a single spell.

Justiciar Cerith, as if sensing Tullius's thoughts looked up and allowed a small, mysterious smile to cross his lips.

Neither Justiciar looked the slightest bit drained by the massed lightning storm they had taken part in summoning. Earlier, when he'd forced the Justiciars' hands, Tullius had thought he'd scored a point. That he'd put one over the arrogant elves, that'd he won some trivial game of words.

He realized now that he'd only given Justiciar Cerith a chance to show every Imperial soldier and Stormcloak survivor in the Pale Pass just what the Aldmeri Dominion was capable of in war.

His dark thoughts were interrupted by a sudden scraping noise coming from directly below the ledge. The Justiciar and the General turned from each other and watched in mingled bemusement as a pair of gloved hands appeared over the lip of the snowy ledge. A dark clad man with pale features hauled himself half-way up and stopped. He looked between the General and the Thalmor Justiciars and his blue-gold eyes widened in disbelief.

"Oh you've got to be-"

The female Justiciar absentmindedly flicked out a hand. A pale blue gout of lightning struck the traveler in the chest and sent him tumbling down the hill.

"Who was that?" Tullius wondered.

Cerith stared at the distant form lying in the snow, "You know…I haven't the foggiest idea."


	6. Divines Intervention

**_Thalmor Embassy, Skyrim, 17th of Last Seed_**

"I thought you were adequate enough to oversee my interests in the Pale Pass." Elenwen steepled her fingers, "clearly, I overestimated your abilities."

Justiciar Cerith's ghostly image bowed from the scrying table's mirror-like surface. _"Emissary Elenwen, a pleasure." _

"Not really." She replied "You were entrusted to oversee the ambush. Now I get back here and not a day later receive word that almost half of the Legion detachment was wiped out, one of our Justiciars is dead, and you disobeyed my orders."

"_First, I believe the loss of two Imperial Battlemage companies is good for our cause, second, the Justiciar in question was incompetent enough to be killed by a spider, and third, I believe I followed the spirit of your orders." _Cerith's image blinked innocently._ "Which was to stop Ulfric Stormcloak, correct?"_

"The plan was to keep Ulfric from ending the war quickly, not to end it ourselves." Elenwen replied dryly, "What happened?"

"_An unfortunate coincidence."_ Cerith replied, _"A trespasser coming down the pass stumbled onto the back of the ambush. Apparently some Frostbites followed him along and stumbled into one of the Veiled companies-"_

"I know _how_ the ambush went wrong, I read it in the reports. What I _don't _know is why you decided to unleash a full scale lightning storm in the middle of the Pale Pass."

"_Technically-"_

"Spare me your technicalities."

"_Very well, spiritually, my orders were to prevent Ulfric Stormcloak from escaping. We were given the Legion companies as our tools. When those tools broke, I resorted to magic."_

"The entire point of using the Legions is so that we remain on the outskirts of the war. Right now the Legion and the Stormcloaks are focused on each other. A blatant display of destructive Thalmor power like your little stunt risks bringing more Stormcloak attention to us."

"_And yet the Stormcloaks already attack our patrols every chance they get-"_

"A small price to pay for the continued war in Skyrim. It would have been preferable for you to have avoided interfering. Ulfric's army was broken, there was no way he could have proceeded with his objective. Much as I hate repeating myself, you've only hastened the end of this conflict – and _that-" _Elenwen added with a little twist of her mouth "-displeases _me _greatly."

Justiciar Cerith shrugged, annoyingly flippant for someone in his position. Most Justiciars upon hearing the tone of disapproval in her voice would have been on their knees, begging forgivness, but not Cerith. He spoke calmly, arms resting behind his back at attention, as if he was merely delivering a situation report and not auditioning for his life. Perhaps because he realized Elenwen had no mercy.

"_Ulfric had grown too dangerous for us to reliably use. His latest plan had a surprisingly high chance to succeed – and he has begun to suspect more and more just who his true enemies. __If he had succeeded in capturing Falkreath – and keeping the Legions bottled up in Solitude - there is a strong likelihood he would have come to terms with the Legion commander and allowed the Imperial forces in Skyrim to withdraw to Cyrodill."_

Elenwen frowned at that. A sudden, diplomatic end to the war would leave the Stormcloaks and Imperials with the vast majority of their forces intact. Even if it meant the Empire lost Skyrim, the Imperials would no longer have to funnel all their manpower and resources into an attempt to quash the rebellion, allowing them to turn their attention back to the Aldmeri Dominion. It also meant Ulfric might have been able to unify Skyrim and become a separate enemy for the Dominion to deal with, alongside the Empire.

"Why would Ulfric do something as sensible as that?" she asked.

"_Simply put? He's tired of war."_ Cerith replied,_ "He fought in the Great War, the Markarth Revolt, and this Civil War. His thirst for blood has long since been slacked. Now he only wishes the Imperials gone, through violence_ or_ peace."_

"Mmm. A reasonable assumption, if an inconvinenient one." Elenwen drummed her fingers against the desk's hardwood surface, "Well, I can't say I agree with your actions, but I can hardly fault your motivations. If there's nothing else?"

"_There is…another matter."_ Cerith frowned, _"The man that blundered into that ambush, he might have been more than some unlucky traveler. We found stolen Thalmor documents when we searched him, as well as a knife marked with the crest of one of Summerset's Houses." _

"A spy?"

The Justiciar's image raised a brow, _"Perhaps. He also has the natural ability to absorb magicka – he sucked up one of Elisba's lightning blasts at close range and only the fall knocked him unconscious. We found no enchanted object on his person to account for the magic absorption, nor does he appear to be a Breton, which leaves one possibility..."_

Elenwen frowned. "An atronach." A natural born mage-killer.

Legend held that those born in the month of Sun's Dusk were gifted or cursed, with a rare condition to absorb magicka. Their own magicka pools were barren, but they soaked up spells like sponges, shrugging off the strongest fireballs and lightning strikes like rain water. Of course the legends weren't completely accurate. Only a handful of children were born with the condition, whether it was from some heavenly sign or a bizarre quirk of breeding, Elenwen couldn't say. But for the Aldermi Dominion, whose strength lay in the vast magical capabilities of its soldiers, atronachs were a grave threat indeed. It was why the Justiciars had standing orders to kill atronachs upon discovery – surreptitiously, of course.

"I want him eliminated, Cerith" she frowned, "But if he's in Imperial custody, it may be tricky to be arranged."

"_That won't be a problem,"_ Cerith smiled,_ "I had a rather persuasive chat with the Legion captain overseeing the executions."_

"I hope you didn't do anything rash."

"_I may have let slip that their trespasser had stolen Thalmor documents in his possession that Ulfric might have been interested in." _Cerith shrugged, "_The captain might be under the unfortunate impression that the atronach is a traitorous Imperial who was headed to the pass to warn Ulfric of the Legion ambush. The interloper's head will roll with the Stormcloaks and our hands remain clean…figuratively speaking."_

"You're too clever for your good Cerith." Elenwen said dryly, "Has anyone ever told you that?"

"_Yes."_ Cerith shrugged apologetically, _"Regretfully, they aren't around anymore."_

"Take care that your silver-tongue doesn't outweigh your usefulness, Cerith. In the meantime, return to the Embassy with all possible haste for a more thorough debriefing._" _Elenwen arched one brow, "I shall be arriving in Helgen to oversee the rest of this operation goes more smoothly."

He bowed, less deeply than before, and his ghostly figure vanished from the summoning table. Elenwen stared at the table for a moment.

_What an execeptional agent. _She thought, _I may have to eliminate him one day – before he tries to eliminate me._

A knock came at the door. Elenwen looked up, "Come in."

An Altmer in gilded gold armor poked his head into the room "The preparations are in place, Emissary."

"Thank you, Captain Aevros."

Elenwen stood up and went over to a lockbox built into the wall. She placed her hand on the box and let the wards sense her presence. The lockbox clicked open and she pulled out a slender necklace with a small, perfectly formed emerald in its center.

It was an amulet of Teleportation allowing its user to travel quickly to pre-marked spots in the world. Such spells had once been commonplace but the Oblivion Crisis and the times of trouble that followed had consumed much of the ancient lore. The amulet in her hands was one of the few artifacts to survive the two hundred years of conflict and strife. Artifacts such as this were tracked down by the Thalmor wherever they could be found, in the hopes that Dominion mages could unlock their lost secrets. Some, such as Veils and scrying pools had been recovered, but others such as spells of teleportation or camouflaging chameleon spells remained lost save for a bare handful of artifacts.

Elenwen placed the necklace over her head, feeling the cool ebony links press against her neck. She focused on picturing her destination and placed her hand on the amulet. The emerald flared with a vibrant green light so bright she had to close her eyes.

When she opened her eyes she was in a small clearing. Early snows crunched underfoot and a wind rustled the white-laden pines. The frost resistant enchantments of her robes kept the cold at bay but the air was still cool on her face. A rustle in the bushes announced the presence of two gold-plated Thalmor soldiers both mounted on chargers and leading a third horse between them. The soldiers each had a sword and bow and their faces were the polished masks of professional killers. One of them greeted her politely as she seated herself on the third horse and soon the trio were galloping through the woods to the road that would lead to Helgen.

* * *

Caius shivered as the Skyrim wind cut through his skin. The cart he was in stank of rotted hay and horses and his wrists ached where leather bindings cut off their circulation. Behind him were more carts, carrying the surviving members of the Stormcloak band. Each of these carts were carefully watched by the half-company of lightly armored Legion cavalry trailing them.

Caius wasn't wearing his normal leathers and travel-cloak. Those had been replaced by a threadbare set of clothing. The Legion had jailers hadn't bothered to search him. They'd simply assumed that as a rogue he'd have some sort of shiv or lockpick hidden somewhere. Rather than spend hours searching for something, they simply stripped him of his clothes and gave him entirely new clothing to wear.

Another wind slipped through the cart, causing him to shiver violently. He scowled and hunched down, thinking that at the very least, the bastards could have thrown in a blanket or something of the like.

Or put him in a different cart altogether. Say one without a bloody rebel leader who thought you were an Imperial spy. Ulfric had been gagged by a long roll of grungy cloth – only the best for the rebel leader. He hadn't spoken save for the occasional grunts that made the Legion soldiers on the wagons nervously grip their sword hilts. But whatever power Ulfric had, it seemed he needed to be able to speak clearly to make use of it.

Muffled as he was, Ulfric's flint-eyed glare that was directed at Caius spoke eloquently enough.

"Look" Caius responded, "If anything you should be thanking me. If I hadn't blundered long you'd have walked right into that ambush." Ulfric growled something, the gag made it hard to understand, but Caius got the feeling it wasn't pleasant. "Alright," he sighed, "don't mind me; just go back to your brooding."

"Shut up back there!" one of the wagon drivers snapped.

"Excuse me for running my mouth, but it's the only muscle I can run at the moment." Caius retorted, and swore as another gale ripped through the cart,"Would it kill you to toss a blanket back here or something?"

The guard, a scowling man with an impressively oversized nose, snorted in amusement. "Don't worry, where you're going, the cold will be the least of your worries."

Lokir the horse-thief jerked his own head up, "What do you mean? Where are you taking us?" Caius sighed and placed his head in his palms. Lokir had been a headache right from the start, the fact that he was actually a _thief_ showed just how far the prestige of rogues had sunk. When Ralof opened his mouth to break the bitter news, Caius interrupted him.

"No, no!" he said nastily, "I want to see how long it'll take him."

"There's no need to be cruel." Ralof admonished him with a frown. He was probably the kind to bake a cake for orphaned children when he wasn't busy wrestling grizzly bears.

"Sorry, imprisonment and cold bring out the snark in me" Caius snapped.

"What I wouldn't give for an extra gag," the driver muttered under his breath.

"General Tullius!" A voice boomed out from the town walls, "The headsman is waiting!"

Lokir's eyes widened in terror, his hands clutched desperately at Ralof's tunic. "No this can't be happening, this isn't happening!"

"Shut your eyes and pretend it's a dream" Caius offered helpfully, "A very realistic dream at that."

Lokir stared at him in disbelief. "We're about to die and you're joking?"

"As opposed to whimpering in terror?" Caius shrugged "Sure."

And now all three of them were glaring at him. Some people just couldn't take a jest.

"Hey what village are you from horse-thief?" Ralof asked.

"Why do you care?" Lokir asked suspiciously, no doubt wary of another insult.

Ralof's face softened as he gazed out at the approaching town. "A Nord's last thoughts should be of home." Caius's mind drifted at the mention of _home_. What had been his home? The sewers and cisterns beneath the Imperial City? He'd had a family of a sorts in the group that lingered there, had that been home? Or had it been farther back, a tidy little house in the Elven Gardens District-

-_Don't go there._ Caius shook his head, irritated at himself_. _He didn't need to think of home, he needed to think of escape. That was the problem with warrior races like the Nords. Soon as they got put in a hopeless situation, the fatalistic buggers started thinking of Sovengarde instead of more practical matters, like getting your head off the block before the axe swished down. Unlike the fatalistic Nords, he had no intention of giving the headsman another pair of boots for the mantel. If he was going to die, it would be done after he settled accounts first, not by some Imperial lackey.

But no one was coming to save him so that meant he'd have to save himself.

His most important asset was his strange condition, his ability to steal magicka. Caius was technically a spellcaster himself, but his spells functioned differently from others. He could steal a person's spell and throw it back at them – as he had done with that Justiciar at the Embassy – but his condition made most castings of his own unstable and weak. His fireballs tickled when they weren't sucked dry by his hands, his illusions fell apart like wisps in the wind and he couldn't conjure an imp to save his life.

However, he could regenerate any wound on his body. He could make himself stronger, faster, more agile. By manipulating his body, burning magicka to strengthen his bones and muscles and replenish the oxygen carried in his cells, he could survive a seventy foot drop, outwrestle a troll, and outrun a deer.

But his magicka burned quickly, and his reserves were only so high, and once depleted, they could not be regained naturally, he had to resort to potions to replenish his magicka. He normally kept a half dozen vials of murky blue liquid on his body, but they'd been depleted keeping his body from freezing when he crossed the mountains.

He still had the blast of lightning that mage had knocked him out with, but lightning was the hardest spell to hold – it leeched his magic even as it replenished it. He had enough for a mild zap if he used it or to heal some moderate injuries, say a slash or two. Recovering from a beheading was another thing entirely. Matter of fact, Caius wasn't sure he could survive a beheading even if he was at full strength.

So with magicka out of the equation, that left only the mundane, skills he'd acquired as a rogue in Cyrodill.

_Alright_, he thought, _I've worked with less._

That gate they were passing through looked tall and sturdy, but there were only a few archers manning the battlements. The town itself was made in the typical Nordic style, a combination of wood and stone tough enough to withstand the harshest winter storms. Caius studied the clusters of homes and shops carefully, noting their positions relative to each other, noting places where he could gain foot-holds and hand-holds. He was a city-brat born and bred. He might be a novice when it came to the wilderness but to him the jumble of building walls and rooftops was as easy to move across as a simple road.

_First, jump off the wagon, use the added height to give a kick to that guard's face – hit the ground, can't roll with arms bound – flex knees instead. Guard's down, don't waste time cutting bonds, run for it._

_Captain will react, archers on the street and rooftops, three second delay. Zig, to the sides, don't head directly for the gate. Guards will rush to close off gates – good. Take the alley between those houses. Narrow alley with sturdy walls, can run up the sides – move will surprise guards. Come up on rooftop, wood shingles, sharp slant –be careful to keep balance. Run on center beam jump gap to inn across the street. _

_Arrows shooting – but they must be careful, likely to be people in inn, archers will hesitate to fire, instead circle around to gain better shots. Use that time to clamber up the inn – jump to wall –catch buttress with hands, pull up feet to brace against collision with the wall. Guard on wall is young, amateur – likely not to react fast enough. Rush past him, vault wall, snow banks below will break fall. Horses stabled outside walls, take the courier horse._

It was a plan with a lot of _ifs_ in it. The captain might react faster than he thought, an archer might take the risk and shoot at him over the inn, there might be a bad section of tiling that he'd step through and break his leg, the legion cavalry guarding the wagons might run him down before he got a mile on the road.

But when the alternative was an axe, what choice did he have?

Lokir was asking himself that very question. Rivlets of sweat were trickling down his face and back, smearing the accumulated grime. He'd never been accused of being a brave man, but as he was called forth to approach the grim-faced captain he suddenly and unexpectedly, found some nugget of courage – or maybe it was just self-preservation.

Something in his mind went _snap_ and suddenly he was racing down the road, fast as a horse! Fear lit a fire in his legs and he laughed as he scampered past the captain, towards the gate and glorious freedom!

"You're not going to kill me!"

"Halt!"

_I'll steal a horse and be halfway to-_

Halfway to Sovengarde, it turned out, as a dozen red-fletched arrows filleted the thief. He was dead before he hit the ground.

Caius stared at the corpse and frowned. Alright, he couldn't really fault Lokir for trying to save his own neck. But did he have to run in a line so straight a blind mouse could've followed?

"Anyone else feel like running?" The captain asked with a glare leveled at Caius in particular. He gave her an innocent look and under the scrutiny of a half-dozen bowmen, stepped carefully off the cart. Alright, no need to panic yet, he still had one chance, claiming his rights as an Imperial citizen. Sure, that'd mean a tribunal, and some careful digging would reveal a past with plenty of dirt to warrant an execution. But in the meantime Caius would be in the stockades with weeks to plot his escape.

The military aide next to the captain looked at Caius then at his list, and frowned.

"Who are you?"

_Here goes nothing_.

"Quite glad you asked, Caius Antiliar Scipio, _citizen_ of our glorious Empire." Technically not a lie. He'd given his true name and he was indeed a citizen of the Medes Empire. Some of the Stormcloaks spat at his proud words, but the military aide frowned again. Under the Medes Empire, all citizens were entitled to the full backing and protection of the Empire and its laws.

Definitely more spits of salvia on the ground, and a muffled growl from Ulfric. Caius ignored it. He wasn't there to make nice with some Stormcloaks, he was there to save his neck. The aide turned to the captain, "Captain, if he's an Imperial citizen, we should conduct a tribunal."

_Yes!_

"If he actually _is_ a citizen, and didn't just make that name up, even citizens can be executed for aiding the enemy."

_Nuts. _Caius glared at the irate captain, "Sorry, don't you need proof to accuse me of treason?"

"Your trespass is proof enough."

"For crossing the mountains? My, I never knew mountain-climbing was so subversive!"

The captain glared at him, "It is when you disrupt a Legion operation, causing the deaths of over two hundred men and women of the Imperial Legion. _You_ have a lot of blood on your hands."

"And you'll have my blood on yours." Caius retorted.

"I can live with that," the captain replied coldly, "send him to the block, Hadvar."

"By your order, Captain Lucilla." The aide turned and shrugged apologetically, "Sorry Imperial."

"Yeah" Caius grumbled as they led him to the block, "next time try harder." The captain pushed down on his shoulders, forcing him to his knees. Then her legion-issued boot clamped down on the small of his back, coaxing him to rest his neck on the blood-specked block. The executioner was placing the finishing touches on a massive bardiche axe. The thing was so heavy it'd be bloody awkward in a fight, but with so much weight in the blade, it'd sever any outstretched neck on momentum alone.

Question was, how did he make sure it didn't sever _his_ neck in particular?

He could push off with his arms, do a side-ways roll to scrape out from under the captain's boot. That would just leave the executioner, twenty armed guards in the courtyard, forty archers on the walls, and two companies of soldiers in the town between him and escape. He tried to picture his escape route, much like he'd done earlier. Yet all of his visions ended with him riddled with arrows or stabbed or blasted by magic. Without the element of surprise, his position was simply too much of a disadvantage.

But what choice did he have?

_Wait._ The thought came from nowhere.

Wait? Why the bloody Void should he wait? They were about to chop his head off, would he just lie there like a sheep and let them do that? Fat lot of good his choices were: do nothing and be executed or resist and die a few minutes later.

With a mild grunt, the executioner lifted the axe up high over his head.

_Wait._

"Wait!" Caius yelped.

"What is it now?" Captain Lucilla snapped.

He blinked and said the first thing that came to mind.

"Why, I haven't even had my last rites!"Caius looked up in apparent shock, "What kind of execution is this?"

The priest frowned "He has a point."

"Oh for the love of the Divines!" the captain snapped, "He's just stalling for time."

_Damned straight_, Caius thought.

The general sighed, "Give him his rites."

The captain huffed in disgust. The executioner (now red in the face and sweating strenuously from keeping that bloody great thing in the air for so long) gratefully lowered the axe and surreptitiously massaged his beefy arms.

Caius's hidden smirk of victory was short-lived as she pressed her boot more firmly against the small of his back. Felt like she'd sharpened those hobnails extra-special.

He winced, "Can't I kneel before the priest – to show my respect?"

"No."

_Well, so much for getting out from under her boot._

As the priest started to drone on, Caius thought _now what?_ He'd bought himself at least a few minutes – if there was anything priests loved to do, it was preach to a captive audience. But his present circumstances hadn't changed; now he just had to wait longer for the headsman to swing. That meant that his only hope in survival lay in divine intervention.

He snorted. Divine intervention was highly praised but rarely produced. They were the hope of fools and weaklings who desperately clung to some illusion of safety – and then died when the noose went taut or the axe blade fell, still waiting on the Divines to swoop down and save them. Caius was almost tempted to tell the priest he'd changed his mind, to get the execution going. No, no almost about it, he _was_ tempted. He'd be the master of his fate, he'd be the one to say when, and he'd die with at least some pride intact.

He opened his mouth-

-and in the distance there came a faint roar. It didn't sound like any animal Caius had heard of, yet the sound made his skin crawl. His blood quickened with adrenaline, his heart-rate accelerated, his breathing elevated. But he didn't feel afraid, he felt…_excited_.

The cry came again, loud enough this time to make some soldiers crane their heads up. Caius waited, heart in throat, for whatever was about to happen. Seconds passed, then minutes.

Nothing happened.

"-and may you find rest in the embrace of the Divines." The priest finished her rites and turned to the general. He nodded and flipped his hand

"On with it."

The axe scraped along the ground as the executioner lifted the axe. Caius's neck pressed against the cold wood. He smelled the hay that had been scattered to soak up the blood, the morning air with its crisp chill, the smells of animals and people.

He realized that he was speechless. No last witty retort, no curse aimed at the heavens. Just this sense of…confusion, like this wasn't the way it was supposed to end. He'd expected…something, when he'd heard that noise, some-

-some what? Some divine intervention? He'd fallen into the same trap so many other sods had, funny really, he thought he'd been smarter than them. Guess in the end, everyone had hope for a last minute save.

He closed his eyes and wondered idly if it would hurt.

He thought he heard the axe blade whistle through the air and then-

A white flash greeted his vision – not the light at the end of the tunnel but a warm fiery glow so bright it pierced even his closed lids. The ground beneath him shook and the sky howled.

Caius opened his eyes. The massive, pitted, blade of the axe was inches from the tip of his nose. It had sunk deep into the wood just in front of him – the executioner's aim had been thrown off at the last moment with that ground-quake. The captain's boot was no longer on his back either – she lay sprawled a few feet from him, a dazed look in her eyes as she slowly came to her senses.

And there was a curious percussive clap, as if some giant was pounding out a slow tempo on a vast leather-skin drum. Frowning, Caius lifted his head off the block and looked around some more.

The morning sun had been replaced by brooding red clouds. Rocks rained down from the heavens, smashing against fortified stone and fragile wood, sending dust and smoke high into the air. The drumbeat grew louder drowning out all other sound. A hot wind smashed into him and swirling clouds of dust and ash into the air. Coughing and blinking away tears, Cauis turned around.

"…Oblivion."

He saw black scales, each the size of his hand, shimmering in the haze. Dark wings as long as ship sails that pumped up down. A serpentine neck that ended in a long triangular skull. Red eyes the size of his skull, slitted like a lizard's, the iris swirling like molten lava.

Those eyes locked onto Caius's and he felt something…_vast_, an ancient will was the only way he could describe. It pressed down on him, demanding submission in the face of a god-incarnate. Its maw stretched wide, exposing those awful teeth and giving way to a blast of foul air – and words.

_**Hin Kos Dov. **_The words sounded like tombstones smashing to the ground, they hit him with an almost tangible force, driving him to the ground, pinning him in place like a worm beneath a boot. _**Nuz Hin Sos Los Sahlo. Dovah-Feyn Meyz Wah Hin-**_

Caius lifted his bound hands and interrupted the dragon's speech with the bolt of stolen lightning he'd been carrying. The blue sparks leapt from his hand and cuffed the dragon on the nose. Admittedly, it wasn't the most powerful bolt – probably more of a tingle than a whack, but the dragon reared back in surprise, its dark speech cut off mid-sentnece.

"Not that I have the faintest idea what you're saying," Caius retorted in the stunned silence that followed "But sure, up yours too!"

The dragon lowered its head and its eyes narrowed to poisonous slits. An orange glow appeared at the back of its throat.

_**Yol!**_

A gout of orange-white fire gushed over the courtyard. It set the scattered Legion soldiers around Caius on fire, igniting their clothing and melting their armor. The flames splashed over Caius as well, setting his flimsy tunic on fire. The skin beneath glowed as its absorption abilities were pushed to the max and replenished his barren magicka pools.

_Finally_ he thought. He pumped magicka into his body, enhancing it beyond its natural limits. He ran with unmatched speed, crossing the burning courtyard in a blur. Behind him the dragon took off again, wings pumping it into the air. The force of its wings stirred up dust and ash, creating blinding clouds. Another stream of fire racked the ground ahead of him. He plunged through the super-heated flames but his skin, already crackling with stolen magic couldn't absorb it.

A choked-off scream tore from his throat as his skin charred and cracked into strips of hide that sloughed off his body. He reflexively shunted more magicka into his body. His skin burned, charred, and healed as the magic regenerated his flesh.

It was a tenuous balance between how fast the dragon could melt him and how quickly he could replace the damaged flesh and "excruciating" didn't come close to describing the sheer levels of agony Caius was experiencing. The spell casting was also taking its toll on him energy-wise as well. He was simultaneously casting magic that regenerated damaged flesh, strengthened bone and muscle, and enhanced his reflexes. Just seconds ago the dragon's flame attack had topped his pool off to full but the castings were burning through his reserves quickly.

There was a building up ahead, a home of some sort – it was hard to tell with the roof being on fire and all. The oak door, however, looked thick and sturdy. Caius flared his magic and smashed into the puny obstacle like a rampaging troll.

The door tore off its hinges and smashed to the floor. Caius raced across the burning pine-wood, but it was hard to breath in the enclosed space. The flames flared to greater heights with the fresh flood of air, depriving Caius of the oxygen he needed.

_You're hard to kill, but you ain't untouchable, not by a long shot._

The ceiling in front of him was torn open in a sudden explosion of wood splinters and shingles. He reacted with enhanced reflexes, sliding to the side as an enormous black maw plunged down. Teeth as long as swords snapped down where Caius _would_ have been and caught only air.

The dragon's roar of frustration shook the burning building to its foundations. The dragon seemed to have caught on that this particular morsel couldn't be cooked the old fashioned way. It was relying on tooth and claw, depriving Caius the chance to regain lost magic by leeching off its flames. By that time Caius had found – or rather made- a back door, bursting through the back wall. His vision flashed red, his limbs began to quake slightly.

With seconds left he made for the strong doors of the keep at a whirlwind sprint. He was going to make it.

And then falling masonry smashed into the ground in front of him.

_Oh come on!_

Caius jerked to the side. He avoided the pile, but ran out of time. All his spells failed at once like water tossed over a fire. He skidded along the ground, pain erupted from his side and his body felt like jelly, the muscles strained to a point far past exhaustion and fatigue smacked him in the face.

He was only a few feet from the safety of the keep, but he couldn't even lift a hand to crawl. And then someone grabbed him. "C'mon, prisoner!" It was the military aide he'd seen with the captain. Surprise colored Caius's face at the unexpected aid and Hadvar cursed. "C'mon you ice-brained fool, don't just stand there for the damned lizard!"

Self-preservation kicked in and Caius stumbled along with Hadvar into the main doors of the keep. When the doors swung shut, Caius found himself in a small barracks of some sort. A row of beds occupied one side of the wall, some tables the other, and sconces gave a smoky orange glow to the cold room. Hadvar pulled the knife from his belt and sawed through the leather bindings.

"Thanks for the rescue" Caius said, "ran out of steam just inches from the door, can you believe that?" He winced and rubbed his wrists, then was aware of the pit in his stomach. That was the other annoying thing about his magicka. The magic only enhanced his body but he needed real food and drink to replenish his stamina especially after burning so much magicka like that.

There was some food on the table, a couple crusts of bread and alto wine. He devoured the food and wine to quiet his growling body. The food tasted a few days old and the cheap wine was more sour than sweet, but it filled his stomach. Now moving his body actually seemed like a feasibility.

"You might want to find some new clothes" the solider said dryly.

Caius looked down and blinked at the burnt remnants of his clothes. "Guess I forgot to wear my fire-proof undergarments today."

Hadvar's response was to throw a bundle of clothing at him. Caius took the bundle and shook it out. It looked like a set of the light leather armor worn by Legions scouts. It wasn't a perfect fit, the armor had been meant for some taller and broader in the shoulders, probably a Nord like Hadvar. It didn't flow over his body the way his leathers did, and the armored skirt of leather strips hung down past his knees, as if he was wearing some bizarre dress.

"I had some leathers and a pair of knives." Caius said "Do you know where they'd be?"

Hadvar frowned, "Might be in the storage chambers in the lower levels – assuming the soldiers got around to processing the prisoners effects."

The tower shook as something outside buffeted it. Caius glanced up at the clouds of dust that drifted down from the stone roof. "How strong are these walls?"

"Stones are meant to hold off enemy siege engines for weeks if need-be," Hadvar gave a mirthless chuckle that was more shell-shocked than humorous, "against a _dragon_? Shor's Bones if I know the answer."

Caius paused and studied him, "You're being awfully helpful for a soldier."

Hadvar grimaced, "It wasn't fair."

"Fair?"

"Consigning you to the block like that." He looked at the Imperial and raised a brow, "We didn't know the first thing about you. The captain thinks you're a Stormcloak spy, fair enough. Call up a tribunal then, conduct investigations. You're a citizen of the Medes Empire for Ta- for the Eight's sake. You're granted the right to a tribunal – not a hasty execution."

Caius stared at him, trying to put it all together, "So you're helping a prisoner escape Imperial bonds, possibly incurring the wrath of your superiors and putting your own neck on the line…because of some code of justice?"

"Well…yeah" Hadvar shrugged sheepishly, "It's the principal of the thing."

Caius shook his head and turned away. _Guess it's true after all_ he thought, _beware the honest ones_. Because while he could count on dishonest people to look after themselves first, Caius could never predict when an honest person was going to do something incredibly stupid.

And people that couldn't be predicted were by their very nature dangerous.

"Well then," Caius made a broad gesture, "Which way?"

"We can cut through the lower levels – the storage chambers and room where your gear is will be on our way. This fort was built over a natural cave system – there's got to be a way out from there."

Caius flinched as another bone-quaking roar drifted through the stout walls. "Well then, let's not stand around."

Hadvar nodded and plucked up a torch. He led the way down the stairs. They descended deeper into the keep, passing by Legion soldiers hurrying to bring in wounded or extinguish flames. Soon they reached the lower, less populated levels. There amongst the storerooms packed with crates and barrels, they found the prisoner processing center.

Or dungeons, if one was feeling quaint.

"Wish we didn't have to use these." Hadvar murmured. Caius stared at the torture room with its mildewed walls, dim lighting, and butcher's delight of razor sharp implements and shook his head,

"You know those things don't really work."

"What?"

"Look at these, razors, tongs, heated iron spits – _ooh_ a rack! Will the inquisition be along shortly?"

The Nord shuffled uncomfortably. "Torture is an ugly part of war, it's true, but the information we get saves lives-"

"What information?" Caius snorted, "After a couple days of this stuff, your prisoners are so full of piss and pain, they're nuttier than Sheogorath." He shook his head as he rifled through the storage chests, "Real interrogation is all about leverage."

"How do you mean?" Hadvar asked curiously.

"Well, say you've got a man – wilderness kind, drinks wildfire, sleeps in beds of thorns, and shits nails with nary a wince. How would your little dungeon of horrors make him talk? Pain won't do you any good, he'll laugh at it until it's too late and he's dying from a dozen internal injuries."

Caius made a small crow of delight as he finally found his leathers. He dusted them off reverently and began unbuckling the borrowed legion armor, continuing his narration as he went.

"But even the hardest sod has something they care about, a lever." Disrobed of the clunkier armor, he began slipping into his leathers with quick, deft movements "Family, lovers, pets, thousand year old Akavari antiques, levers can be anything. Once you know what lever to use, you just give it a good twist – or break – and the man comes undone."

Hadvar stared at the rogue, "That's…" he struggled to find some word, "_evil_."

"It's _efficient_. You'd be surprised how often people tell you their darkest secrets when they're scared for someone else. Must be some sort of morals thingy." Caius glanced at the blood splattered razors and pliers and raised a brow, "Or you could go back to sadistically torturing someone just to see the color of their blood and not, y'know, to get any useful information out of them."

Hadvar gaped at the response, but realized he had no real argument to counter that. "Where did you learn this?" he asked finally.

Caius paused a moment in lifting his hood. He turned and the motion brought his face into the torchlight. The smoky glow highlighted the silk-thin scars that spider-webbed his face.

"Shall we say I met one nasty bastard of an elf, and leave it at that?" Caius asked "Or would you prefer the gory details?"

* * *

_A/N: This chapter may come off a little rushed. That's because it is rushed - I want to get past Helgen and onto the more interesting parts. From here on out, the story won't adhere 100% to the game. In-game conversations and characters will be modified to fit into the story's flow better, but it will still be guided by the plotline of the game and not become AU._


	7. Reaching Riverwood

At first Elenwen couldn't believe it when she saw the dragon come swooping down on Helgen. She had plied the civil war in Skyrim like a chess-master, manipulating the Imperials and Stormcloaks like pieces on a board, maneuvering them into an endgame where the Dominion would emerge victorious. It had required keeping track of so many variables, so many levers, she'd thought she'd had every contingency planned.

And now a dragon came along and scattered her board to the wind.

A gout of white fire sprayed across the courtyard. She cried out as the light seared her coronas, even with her eyes closed, Elenwen could see the fiery afterglow. Elenwen laid a hand over them, using a quick Restoration spell to restore her sight.

When she lowered it the courtyard was on fire. She couldn't see any of the guards or prisoners, nor could she see the atronach Cerith had consigned to the block. Perhaps the dragon had done her a favor and incinerated the abomination for her-

-an agonized scream rent the air as a burning corpse burst through the flames. It was hard to tell if it was man or woman, the skin had been burned off it and the muscles beneath were crackled with heat-

-but two unmarked eyes stared out from the charred head, eyes flushed a solid gold from stolen magicka. Even as she watched, gap-mouthed, the burnt skin and muscle sloughed off, revealing red tissue, then baby-pink skin.

What was he? Atronachs could steal spells and siphon magicka, but she'd never seen any just…_regenerate_ themselves with such ease from such severe injuries.

"Emissary Elenwen!" one of her guards shouted, "We can't linger here!"

They tore down the street as Legion soliders and townsfolk alike desperately fought for their lives. Here and there, small clusters of archers fired at the dragons and a few battlemages directed fire-strikes up into the sky. Others pulled wounded from collapsed and burning structures or organized bucket-lines to try to fight the fires.

The three Altmer ignored them as they thundered through the gates. The hooves of the elven-bred steeds raised sparks on the stones and the burning town dropped swiftly behind them. For a moment Elenwen thought they were safe.

And then a black shadow dropped over them. She looked up as a _second_ dragon swooped over them, this one a green skinned lizard.

Her bodyguards whipped out their bows. The strings danced as their hands blurred, emptying their quivers at a rapid pace. The dragon snarled as the first arrows struck it, the moonstone tips piercing its armored scale. The dragon flared its wings in front of it, whipping up an airstream that scattered the rest of the lethal arrow storm like leaves in the wind.

Their quivers emptied, the guards lowered their bows, suddenly uncertain. The dragon sucked in a breath-

-and Elenwen touched the amulet around her neck. As orange flames wreathed her guards, her body faded in the green swirl of a teleportation spell.

* * *

"-and that's how I got those scars." Caius said as they emerged from the caves beneath Helgen.

Hadvar looked a bit queasy, but also uncertain, "Filleted?"

"-like a fish at the market, snick-snack and my whole face was covered in blood." Caius winced at the memory, "Learned to avoid fair fights after that."

Hadvar hissed in pain and Caius glanced at him, "How's the leg?"

"Not too bad, considering the arrow in the knee and all." The knee in question had a swath of cloth tightly wrapped around it. Caius had used what dribbles of magicka he had left to dull the pain and let Hadvar maintain a decent pace hobbling, but it needed proper attention. The rogue shook his head, "What were Stormcloaks doing all the way down there?"

"Probably escaped prisoners," Hadvar replied, "the cells were already full before your group arrived."

Caius thought back to the torture room and the bloodstained racks and tables. Despite his jaded nature, some small measure of pity reared its measly head, "No wonder they didn't want to talk."

Hadvar nodded in agreement, "I wish it hadn't come to a fight though, there was no need for us to kill each other."

"That's just your knee talking. Odd though, you don't expect to find people using bows _inside_ a building."

They came to a small rise that overlooked the highway. They had a good view of the burning wreck of Helgen and of the long lines of distant townsfolk and Imperial soldiers retreating from the demolished ruins.

"Where are they headed?" Caius asked.

"Probably Solitude to link up with the rest of the army." Hadvar's face looked grim, as he indicated the large number of wounded riding in wagons or carried on stretchers, "Solitude's a long way from here, a lot of those wounded are going to die without proper healers."

Caius glanced at him, "If you're planning on joining them, you might want to start hobbling along."

The Nord shook his head, "I've got to get to Riverwood. I have kin there and the people need to be warned about the dragon." He hesitated before continuing, "Look, I know you've got little reason to trust me, but if you help me get to Riverwood, I have kin there. My uncle's the town blacksmith; he'll help you get on your feet." Hadvar shrugged, "Unless you have a larder hidden in those pockets of yours, Riverwood will be the best place for you to stock up."

Caius frowned, tempted by the thought. He had his leathers, his knives, a simple long bow taken from the Stormcloak archer, some dried out slices of bread, and a few coppers he'd plucked from the corpses. Not exactly a lot in the way of provisioning. "How far away is this place?"

"It's about thirty miles, but the road curves a bit, so probably the rest of this day."

Caius grimaced at the thought, but he'd have to head to Riverwood sooner or later. It might be slower with Hadvar but at least if they ran into any legion soldiers, seeing Caius carry one of their wounded would go a long ways towards making sure his head wasn't on the block any time soon.

He puffed out a long breath and stood up, "Alright then." He helped Hadvar find his balance and soon the odd pair were lurching down the road. Hadvar set a strong pace for the first hour and the road took them down to the grasslands below Helgen. They passed forests of thick pines and overhangs of mossy rock that dangled over the river that paralleled the road. The sky was blue overhead and puffy clouds lazily sailed across it. Only the plumes of black smoke rising from the southeast hinted that anything was amiss on such a beautiful day.

Hadvar started to slow as the miles crawled by. His face was an ugly gray tone and sweat dripped down from his brow and soaked his tunic. Caius had to take more and more of his weight – after a quarter-mile he was half-dragging, half-carrying the injured soldier.

"You know…" he grunted as he shifted the soldier's weight, "If we're lucky, some farmer will be taking his cart to market, stumble upon two travelers, and then be viciously hijacked."

"Or," Hadvar panted, "We could…just ask…to hitch a ride."

Caius mulled that thought over in his head and shrugged, "Hitching, hijacking, what's the difference, so long as there's no witness?"

"You're very…cynical, anyone ever tell you that?"

"What can I say? I was born jaded."

The hours, and the miles, crawled by slowly. They had to take frequent breaks for Hadvar to catch his breath. Thankfully, water wasn't an issue since much of the road paralleled the River White. The sun rose and then sank, and still they limped on. The road began to slope down as they entered a valley situated between the river and the slopes of a massive mountain chain. The two travelers entered Riverwood well after dark. It was a small community of perhaps two hundred. Most of the houses and businesses faced the main road but several side streets contained clusters of straw-thatched roofs. It was small and rural, the place didn't even have a wall.

Caius shook his head, "One good bandit raid and this place would be kindling."

Hadvar nodded, but it was obvious his mind was focused on the pain in his leg. They reached a small smithy right off the main road. The outdoor forge's fire was banked for the night and the door to the house was locked. Caius instinctively reached for a set of lock-picks that weren't there, then realized he had a legitimate reason to actually be there and knocked firmly on the door.

After a couple of knocks a light flared on in the window. A large man with long brown hair and a singed beard opened the door. He was wearing only a pair of breeches and an undershirt and he carried a lit lamp in one of his massive hands which he held up blearily before him.

:What the devil are you about, waking people at this hour?"

"Hello Uncle Alvor." Hadvar said.

"Hadvar?" Alvor raised the lamp and got a better look, "Shor's Bones, what happened you lad? Looks like you wrestled a troll. And who's this?" he added as he caught sight of the shifty looking fellow supporting his nephew.

"I can explain everything, but inside, please Uncle."

* * *

Caius drummed his fingers impatiently on the wooden table. It'd been an hour since he and Hadvar had stumbled into the smithy. After Alvor had let them in, an attractive looking Nord woman (Alvor's wife to Caius's dismay) had come out. She'd taken one look at Hadvar's leg and promptly whisked him downstairs to tend to the wound. Alvor had followed, still asking questions with every breath he took, leaving Caius suddenly alone on the first floor of the house.

Well not exactly alone. A six year old girl was seated across from him, watching him with a hawk-eyed stare. He ignored her and continued to drum his fingers.

She continued to stare.

His finger-tips rapped out a faster tempo on the tabletop. She continued to study him with the unabashed scrutiny that only children had. Caius puffed out a long, angry breath and turned towards her, "What?" he snapped.

"Did you really see a dragon?"

"Yes."

"Was it huge?"

"Yes."

"Did it burn your face off?"

The finger-tapping stopped in surprise, "What?" Caius asked incredulously.

"Did it burn your face off?" she repeated.

"No!"

"But you're wearing a hood-"

"Look," he snapped, tugging the hood off, "No melty-face, alright!"

The girl's face fell in disappointment, "That's not nearly as interesting."

Caius frowned at her, "You're a rather bloodthirsty little child, you know that?"

At that moment Alvor came up the stairs, "Dorthe," he warned, "You should be in bed."

"Aw, but I wanted to hear about the dragon!"

"Bed, Dorthe, now." The little girl beat a sullen retreat to her loft and Alvor took a seat at the table.

"How's Hadvar?"

"He might walk with a limp, but he'll recover."Alvor shook his head, "He has you to thank for cutting down that archer."

Caius shrugged waving aside the gratitude. "He pulled me out of a tight spot earlier."

"Still, I can't think of many prisoners who'd be so quick to aid their jailers."

"Look don't read too much into it," Caius grumbled, "I don't like being in peoples' debts. It's in my best interests to balance the account soon as possible."

"You make honor sound like numbers on a spreadsheet." Alvor frowned, "Can't say I agree with that notion."

Caius looked at him curiously, "What do you think favors are?"

They lapsed into an awkward silence for a few moments. "Well," Alvor shook his head, "Still can't believe it. A dragon? Bringer of the end time?"

"Don't about end times, but yeah, definitely a dragon."

"I don't feel right asking," Alvor hesitated, "Seeing as you've already helped Hadvar so much…"

"Go on." Caius said, already not liking where this was going.

"Well, it's like this, if there really be dragons about, Riverwood needs protecting." Alvor said, "Someone must take word to Jarl Baalgruff in Whiterun. Get some men sent back here."

"If you're asking me to ride for Whiterun, the answer's no." Caius snapped, "I just escaped from an _execution_. There is no way I'm sticking my head up anytime soon."

"Who else will go? I believe Hadvar's tale, but the rest of the town would think us insane. Hadvar can't go with his leg, Sigrun needs to be here to treat him and I _won't_ leave my wife when a dragon could swoop down on us any minute." Alvor's face tightened with worry, "Please, traveler, you're the only one who can do this."

Caius scowled, "What will you do if I say no? Boot me out of this house, report me to the guards?" Was that the lever they were going to use?

Alvor blinked as if the thought had never occurred to him. "Shor's Bones no! I won't strong-arm you into this, you saved my nephew's life for Shor's sake. The last of the harvest came in last week, we've plenty of food and drink to supply you with if you wish to leave." He leaned forward, staring at Caius intently, "All I'm asking is that you reach Whiterun and just pass on the news, can't ask you to do any more than that." The blacksmith shook his head wryly, "I guess I'd owe you one of them _debts_ you're so keen on."

Caius thought about it. Part of him wanted to take the supplies and walk out. That'd be the smart plan. But would it really hurt if he headed to Whiterun? It was the center of Skyrim, from there he could decide where he wanted to go, and really, what harm could come from passing on some news? Just a quick jaunt to say _Good day, how do you fare and oh before I forget – there's a dragon on the loose._

It might even be fun, just to see the reaction on their faces. "Alright," he sighed, "What's the worst that could happen?"

"Good." Alvor grinned, "get some sleep now, and in the morning I'll saddle up the horse for you."

Caius froze suddenly, "You never said anything about a horse."

* * *

_A/N: fun fact: Skyrim's game map is only about 15 square miles. Makes it kind of hard to write sweeping epics when your hero can walk from one end of the map to the other in about two days. So I made it bigger, :p_


	8. Whiterun

Caius perched gingerly on the brown roan horse. The sun was only a hint of orange light creeping over the mountains and there were circles under his eye. Caius hadn't gotten much sleep in the hours before dawn. His dreams had been haunted by black wings unfurling in night, red fires, and Words that echoed in the dark-

The horse lowered its head.

Instantly Caius jerked out of his fatigued state, but the roan only scraped a hoof idly on the dirt. When nothing more sinister transpired after several moments, he carefully relaxed back on the saddle. Damn horses. He'd never been comfortable with riding, justifiably paranoid about having something with a mind of its own between his legs.

_Well, unless it's a fiery haired lass with plump-_

"Here's the last of it." Alvor's voice boomed as he threw the last saddlebag onto the horse. The horse snorted and shifted its weight. Caius bolted up, clamping his legs tightly around the horse for dear life.

"Loosen your legs a bit," Alvor chided, "You're flowing with Beire's movements, not trying to crush her to death."

"No offense," Caius replied as he eyed the horse warily, "but I think I'd prefer a cart instead."

"Can't spare the cart – one of the wheels needs to be replaced," Alvor shrugged, "besides, a horse is more agile, won't get bogged down if it has to go cross country." Aside from the horse, the family had given him several sacks loaded with traveler's fare: wedges of cheese wrapped in cloth, loaves of fresh bread, dried beef and salted strips of travel jerky, two full waterskins…and an entire bushel of green apples.

"Don't eat all of 'em," Alvor said as he handed the bag of apples to Caius, "Save some for Beire."

Last but not least, Alvor handed the Imperial a small purse, "Here," he said, "For your troubles." The purse was plump with septims of different values. Mostly copper coins, a handful of silvers, and three golds.

Caius accepted the small bag of coins with mixed reaction. On the one hand it wasn't a fortune by any means probably a little under five-hundred septims, but for a travel purse, it was well-padded. And they were just giving it to him, to someone they'd just met. "Thanks," he said, and was surprised to realize that he meant it too. He slipped the purse into an inside pocket of his leathers, the coins within a comforting weight.

Without further ado, he set off down the stone road that ran through the town. The nag kept a decent enough trot and he was careful to let it slow down every half hour to a restive walk before speeding up again. According to Alvor it'd take the better part of a two days ride to Whiterun, the Hold's capital. The nag wasn't the speediest of horses either.

He still couldn't believe he was doing this. He'd just survived an execution and a dragon attack. Was he really going to ride into the heart of the Hold's capital and pop his head up for someone to chop it off?

One might think that, being a rogue, Caius was tempted to take the horse and supplies and go, since, as legends go, there's no honor among thieves. And people would be right, rogues had no honor; Caius would happily slit a priest's throat while he was sleeping, or poison a noble's food, or draw faces on a passed out guard with a stick of charcoal.

But rogues had a substitute for honor: business standards. Having taken Alvar's money, Caius was contractually obliged to carry out the job. The contract wasn't anything on paper, but in a mercantile sense, his word was his bond.

Of course not all rogues behaved the same and this separated the amateurs from the professionals. Amateur rogues were the common bandits, highwaymen, and cutpurses that littered Tamriel. They were the kind who couldn't be bartered with or used because they'd just try to kill you and take your gold, or if you paid them to do a job, cut and run. They were common as fleas and had equally short life expectancies. Sooner or later, the amateurs would be caught or killed by guards or the mark they were trying to rob or the disgruntled client they'd stolen from. The professionals were the smart ones who embraced the business ethics of organized crime, had the needed proficiency to do their jobs, and could be relied on to fulfill any job they accepted or die in the attempt.

It didn't mean they were any nobler, just that it was easier to hire them to steal something or kill someone, no questions asked.

Still, Caius wasn't happy about the job before him. It reeked of charity. _Two acts of charity in only a few days,_ he shook his head. If he wasn't careful, he'd start tossing coins at beggars and finding homes for little orphans.

Eventually the sun started to sink below the horizon. He made camp for the night, staking out a small clearing a few hundred feet from the road. He ate a small meal over a cook fire, the horse chewed noisily on grass. When Caius had finished his meal, he remembered the green apples Alvor had given him. He took one out of the bag, slipped his elven knife out of its sheath and began slicing pieces off the apple. He popped the first slice in his mouth, enjoying the crisp sour flavor and leaned back with a sigh.

He closed his eyes and popped another slice in.

The horse stopped chewing.

Caius opened his eyes.

The horse was standing motionless in the clearing, watching him with its ears perked up. No, not watching him, he realized, watching the apple.

"You want one of these?" Caius asked. The horse pawed the ground and snorted as if to say _yes, you stupid human, the horsey wants an apple._

He took out his steel dagger and spitted a second apple on it. "I think it's time we come to an arrangement." He lifted the apple on the blade, keeping it just out of reach. "Now I don't trust you as far as I can throw you. For all I know you'll trample me to death in my sleep."

The horse flicked its tail.

"Buuuut," Caius drawled, "If you want an apple, you need me to get it for you. That means we've got something each other wants. You want apples, I want to arrive in Whiterun alive." He waggled the apple, "This here's a contract. I feed you apples, you don't do anything nasty to me. Agreed?"

He held the apple out. The horse's head seemed to blur and suddenly the apple was gone. "Guess that was a yes," Caius muttered as he unrolled his bedroll and went to sleep.

He woke up the next morning with the horse chewing his hair like cud.

Caius almost killed the four-legged backstabber then and there.

* * *

His mood only worsened as the day crawled on. It got worse when late afternoon brought with it rumbling storm clouds. Soon a light drizzle darkened the sky and fat drops of rain splattered on Caius. With Whiterun still miles away, his only recourse was to tug his hood deeper over his face and continue on the miserable ride.

"I've said it once, I'll say it again." Caius muttered into the horse's damp mane. "bugger this for a carriage."

The horse having no opinion on the matter, swished its tail and thought of apples.

As true night began to fall, Caius crested a hill and beheld the capital of Whiterun Hold…which was also called Whiterun. Despite the unimaginative name he couldn't help but feel impressed.

Whiterun was situated on a massive bluff in the center of a vast plain of gently rolling grasslands. A walled citadel of stone and wood palisades rose from the large hill and above the walls, at the tip of the hill, soared the giant cathedral-like hall of the Jarl, Dragonsreach.

Instead of a straight path to the city, the gates were reached by a long, winding road that zig-zagged up the hill. The road would be guarded by the walls on either side and at least three gatehouses blocked the road at regular intersections. In times of war anyone trying to breach the gates would have to work up the longer path, all the while pelted by defenders on the walls and city guards in the gatehouses.

At least, they used to. The centuries had taken their toll on the city. The walls were crumbled in many places along the road and only one of the road-gates outside the city remained in working order. Either the Jarl didn't feel the need to keep the road-walls repaired or he lacked the funds to do so.

Considering the civil war going on, Caius guess it was the later. Still, the walls around the city itself remained intact and the Jarl had taken some measures for the road-wall. As the brown roan clip-clopped up the ancient road Caius passed wooden watchtowers built on top of the damaged sections. Guards in yellow tunics and scale-mail armor watched him as he passed. They had arrows nocked on their long bows but they didn't challenge him.

Finally, Caius reached the gates that would lead into the city itself. A pair of guards stood watch. One of them held up a hand as Caius pulled the nag to a stop.

"Hold traveler, no one's allowed into the city while these dragons are about."

"You know about the dragon?"

"Ay, saw it myself come swooping down the mountains."

Caius shook his head, _well, that was a waste of a trip. _"In that case, tell your Jarl that Helgen's been destroyed and Riverwood calls for aid."

The guard blinked, apparently, a town calling for aid changed everything. "Riverwood? In that case you better go inside, Jori, lead him to Dragonsreach." The other guard nodded and led Caius through the gates. There were stables just inside the walls and the guard swung onto a pale horse tied to a post.

"Don't usually allow riding in the city," the guard confided, "but we'll have to pass through the Plains and Wind district to reach the Cloud. Quick news will be worth having to clean up some extra horse dung…"

"Or you could just outlaw riding horses in the city." Caius muttered.

The guard scoffed, "In a city this big? What would you suggest, just walking everywhere?"

The streets were mostly deserted, the evening rains having driven the townsfolk indoors. The market stalls of the Plains were empty, rain pooled on the awnings and scattered down the sides in a drizzle. But light glowed from the windows of the houses they passed and the inviting orange glow of warm fires and merry company beckoned from the inns Caius passed. Acutely aware of the ache in his backside and the tiredness tugging at his eyes, he ignored the temptation to slip inside these siren buildings.

They headed up the stone ramps to an arched gate that divided the Plains from the Wind district. Caius stared curiously at the large, pale, dead tree that dominated the central courtyard of the residential district.

"Let me guess," he said as they rode past it, "That's the White Tree of Whiterun?"

The guard stared at him as he were daft, "That's the Gildegreen. Why would we name it the White Tree?"

"Because it's dead?"

"It wasn't always wilted," the guard said wistfully, "Come, we're almost there."

They rode past several more streets of tall-roofed houses, a temple, and a large meadhall that looked more a fort than a place to drink. There was another gate up ahead and the guard shouted orders to the men stationed there. The wooden doors swung open. A road of stone arched over a large pool fed by the waters that sluiced down twin channels of stone. The road twisted and turned, winding up the large hill and they slowed their horses to a trot. Wouldn't be very dignified for a horse to slip on the rain slick stones and send its rider tumbling into the pool below.

They reached the top landing without incident however, and the guard stopped their horses. "From here, we walk."

They headed across the landing and onto a covered wooden bridge. Caius stared out from the landing and had a sobering view of the lower levels of Whiterun, far below him. He pushed aside his vertigo and focused on staring straight ahead to the large ornate doors of Dragonsreach. Four large guards were stationed at the doors. Unlike the city guards they all wore burnished steel armor instead of simple scale mail. Their faces were obscured in steel helms with horse-head crests and they wore yellow cloaks instead of cloth-wraps. They had proper spears clutched in one hand, shields painted with rearing horses rested at their sides and those swords at their waists looked unnaturally sharp.

"Who are they?" Caius murmured, "city watch?"

The guard snorted at the outlander's misunderstandings, "They're members of the Jarl's Housecarls, the highest honor a guard can strive for."

The lead Housecarl stepped forward and held out a palm, "Hold Guardsmen…Jori, isn't it? What reason do you have for charging up here? The Jarl's about to retire for the night."

"My apologies, Captain," Jori said, "This traveler has news of Helgen, and says Riverwood calls for aid."

"Bloody Oblivion," the guard captain shook his head, "Alright lad, you'd better go inside. Keep your wits about you, Irileth's in a foul mood tonight." He gestured for the Housecarls to open the doors. Caius walked into the large Hall and gave an appreciative whistle. The massive hall had three levels, but each level was twenty feet high. They went up massive wooden steps large enough for a giant to feel at home in and onto the main level of a hall that seemed to stretch on forever. Long tables filled with Nords flanked the approach to a high-backed chair set on a dais above the dining area.

"No gilded throne?" Caius asked.

Jori looked scandalized at the suggestion, "Shor's bones no! This is a proper hall, not some High Rock court!" Apparently real lords used chair.

Caius felt like he was traversing a gauntlet as they walked down the aisles. Conversations around them quieted as the Nords seated there studied the new arrival. He was acutely aware of the rainwater dribbling off his cloak and leathers and his wet boots that left puddles on the hardwood. He was also aware that he hadn't had a proper sleep in days and that he reeked of horse. Then a slim dark figure rose from the shadows behind the grim-faced man on the high-chair.

She wore leather armor that flowed with her movements and her deep blue skin only highlighted the unnerving liquid red of her eyes. Caius felt himself instinctively touching the hilts of his daggers for comfort at the sight of the Dunmer.

The Dunmer noticed his movements and stopped between them and the Jarl. Suspicion darkened her brow and she rested a hand on the sword strapped to her side.

"Halt, guardsmen." Her voice was low and husky – less sensual fun-in-the-dark husky and more whetstone-sharpening-a-blade husky. Caius distinctly heard the guard gulp as he came to attention. The Dunmer flicked her razor glare over to Caius, "What business do you have with the Jarl?"

"Who're you?" Caius retorted.

Her glare deepened, "I am Irileth, Jarl Baalgruf's personal Housecarl. If you wish to remain in this hall and not be tossed out the doors I suggest-"

"Irileth." The Jarl beckoned, "It's alright, let him approach."

Caius shot a smirk at the overzealous bodyguard and strode past her.

Jarl Baalgruff was a man who looked in his late thirties. His beard and hair were still a golden hue untouched by gray but the skin around his eyes and brow were wrinkled prematurely with the responsibilities of state.

He studied Caius carefully and raised a brow. "Would you mind removing your hood?"

"But then I'd get rainwater over your pretty wood floor." Caius replied.

Irileth snarled and half-pulled her sword from its sheath, "How _dare_ you-"

Baalgruff forestalled her with a gesture and studied Caius again, reevaluating him. "It's bad manners to refuse a Jarl's request." The tone wasn't angry, merely curious.

"I've picked up many bad habits," Caius shrugged, "Manners weren't one of them."

"Indeed," a glint of humor appeared in the Jarl's eyes, "but I must insist. I find it hard to trust anyone whose eyes I can't see."

Caius hesitated, but the odds of anyone here being at Helgen were slim to none. He pulled back the hood, blinking at the sudden influx of the torchlight. Baalgruff inclined his head slightly in a nod of approval.

"Now, what news do you bring?" Baalgruff frowned, worry darkening his face, "We saw the smoke rising from the south, has Riverwood-"

"Oh Riverwood's fine, if terrified, of giant lizards swooping down on them. _Helgen's_ the one that got obliterated by a dragon."

"Helgen's…destroyed?"

"Oh yes," Caius assured him "saw it with my own eyes."

Baalgruuf frowned. "So you actually saw this beast…up close?"

Caius remembered kneeling at the block, head turned to the side, staring at the dragon's massive jaws just a measly yard away from him. "Closer than I ever want to get."

"Describe it."

He frowned, "Well, it was black, covered in scales big enough to eat dinner off of, teeth long as swords and red eyes that make your bodyguard's eyes practically benevolent by comparison." He frowned, "Oddly enough it also had horns, sort of curled like antlers or goat-horns."

"And it spoke, like rocks splitting or the earth shaking." Caius shuddered at the memory, "Had no idea what it was saying but it didn't sound pleasant."

Baalgruff's face paled. He turned to the Nord standing behind him and whispered a word, something like _all do in_.

Before Caius could think on that further, the doors to Dragonsreach opened. A strangely familiar sound echoed in the hall, the sound of hob-nailed boots striking the ground. A muscle in Caius's cheek began to twitch in subconscious warning.

"Jarl Baalgruff," the Imperial majordomo announced, "Allow me to present Captain Lucilla, of the Imperial 13th Legion."

Caius frowned. _Lucilla, where have I heard that name before?_ And then he heard that dreaded voice.

"Jarl Baalgruff, I come seeking hospitality."

She had her captain's helm clasped firmly under her right arm. Her left arm was incased in a splint and a livid red burn of shiny flesh marred part of her tanned cheek. Still, there was no denying the obvious; the bitch captain herself had survived Helgen. And rather than trudging to Solitude, some of the Legion had head to Whiterun.

_Damn it. _

If he pulled his hood up now it'd only draw attention. The only thing for it was to remain silent and hope she didn't notice him. When she came to stand next to him, he turned his head away, as if suddenly captivated by the Hall's tapestries.

The captain didn't seem to notice him as she launched into her speech. "I have wounded soldiers and civilians from Helgen who need to see proper healers. I humbly request your permission to house them within your city to render healing. Many of them will die without-"

Still looking at the tapestries, Caius heard her speech falter. Her boots clacked louder as she slowly circled around him.

"Captain?" The Jarl asked.

Caius slowly turned to face her. His eyes blinked innocently at her confused expression. A mistake it turned out. He had common enough features but there were few imperials with ice-blue eyes flecked with gold.

At first her features froze like she'd seen a ghost. Then her mouth started to tremble, her face turned blood-red, and her eyes narrowed to angry slits.

"_You!"_ Lucilla snarled, "You're supposed to be dead!"

"Hullo Captain," Caius gave her a strained smile and tried to diffuse the situation, "fancy meeting you here."

The silence that followed was broken by an audible crackling as the captain's hand tightened into a fist.


	9. Stay of Execution

The captain's helm clanged against the floor as her good hand darted for her sword. Caius leapt back, dropping his hands to his knives as she ripped the sword from its sheath.

"Captain, stop this at once!" Balgruuf demanded.

Captain Lucilla didn't seem to hear him. She was lost in a blood haze as she started towards the Imperial. Caius stepped back, drawing his knives, surprised at such unrestrained rage. He met her attack snapping his daggers up in an X to catch her blade between them and twist it to the side. The captain was thrown off-balanced and his foot lashed out, catching her in the knee.

She stumbled and he swung under her wild slash. The move brought him inside her guard and his knives started to descend-

Jarl Balgruuf rose from his seat "ENOUGH!"

Caius froze as cold steel touched his throat. Irileth had moved as soon as her Jarl had spoken and now her blade pressed against his jugular.

"Think you're pointing the sword at the wrong person." He said carefully.

"My blade is exactly where it needs to be." Her eyes narrowed and it was clear she hadn't forgotten Caius's words.

"She attacked me," the rogue replied, "Are you saying I can't defend myself?"

Irileth glanced at the captain lying crumpled on the ground, "What's to defend against?"

"I will not have murder in my hall, either from the captain, or you." Balgruuf's voice rang with steel and his eyes dared Caius to challenge him on this. Knowing when to submit, Caius carefully sheathed his daggers and held his hands up, palms out. Baalgruff settled back in his seat and gestured with his hand. Irileth's sword snapped back into its sheath, but she kept her hand on the hilt ready to draw it again if her Jarl commanded.

Captain Lucilla slowly rose to her feet. She had a bruise on the opposite side of her burn and had landed heavily on her bad arm. She must have been in agony but her face betrayed no pain as she rose stiffly. Instead she shot an angry glare Caius's way and looked ready to resume the fight, until her eyes met Balgruuf's. Even Lucilla's angry visage quailed at the cold fury in his eyes.

"Captain Lucilla," Balgruuf said softly, "would you care to explain why you tried to murder this man just now?"

Lucilla's face tightened with self-righteous anger, "This man, Caius Scipio, is a traitor to the Empire. He sabotaged an Imperial ambush and caused the deaths of hundreds!"

Balgruuf frowned and swiveled his gaze back to Caius, "Is this true?"

Caius stared at the Legion captain incredulously, "Bloody _Void,_ no!" he snapped, "I was crossing the mountains, lost my footing, and tumbled down to the Pass. Next thing I know, I'm in the middle of a bloody war!"

"He's lying!" Lucilla snarled.

Caius frowned. Just like when she'd attacked him, the captain seemed enraged beyond all reason. Surprisingly, he couldn't think of anything he'd done to her to warrant such blood-rage. There was just something unnatural about her wrath, something that made his skin tingle with warning.

"I assume you have evidence to support this." Balgruuf said.

Lucilla hesitated.

"Captain." Balgruuf frowned, "You _do_ have some proof of this man's guilt, surely?"

Her mouth trembled like it was trying to work but didn't know how. "Circumstantial evidence" she finally gritted out between her teeth.

"So really, all I'm guilty of is having the rot-damned luck of being in the wrong place at the wrong time." Caius retorted, "Almost makes me _glad_ I left Cyrodill if this is what passes for a tribunal now."

"Why you-"

"Enough," Balgruuf warned. "Captain, this man escaped from an execution and decided to risk his neck to bring Riverwood's request to me." Balgruuf shook his head, "In my experience cowardly traitors are rarely so courageous."

Caius winced, this man made him sound like a bloody hero – Void, how that made his skin crawl. Still, so long as it kept his neck intact...

"I see no reason to punish this man for a crime you say he committed, or to detain him in my Hold." Balgruuf decided.

Lucilla stared at Balgruuf as if he'd suddenly grown into Mehrunes Dagon himself. "Surely you can't be protecting this man? He's been charged with treason by the legion! Imperial law is clear; traitors are to be executed on sight! You must-"

"_I must?"_ Balgruuf suddenly thundered. He rose to his feet, towering over the woman like a vengeful god. Lucilla's mouth shut like a trap as she realized her mistake. "Jarl-"

"Captain Lucilla," Balgruuf controlled his thunder, compressing it to a a soft, rolling growl, "For someone seeking my hospitality, you are not presenting a compelling case for me to grant you and yours shelter. You come into my city, draw your blade in my hall and try to kill a man you can't even _prove_ is guilty, and then have the gall to tell me I _must?_ I must do nothing. What I should do is evict you from my city on the general principle!"

The words were like a bucket of cold water thrown on Lucilla's fires. For the first time her face whitened and her lips trembled not in anger, but in shock. "General Tullius himself put me in charge of these people. There are over two hundred refugees with me. Women. Children. You wouldn't dare turn them aside. You wouldn't dare defy the general."

Balgruuf glowered down at her. "This is not Solitude – nor is it Windhelm. I am the Jarl of _Whiterun_ and my responsibilities, first and foremost, are to those in_ my_ Hold. The only reason I am still willing to let you remain is because the lives of the men and women with you shouldn't be forfeit because their leader is inept. But if you cannot conduct yourself with some semblance of honor, I will not hesitate to throw you and yours out of Whiterun."

He leaned towards her and there was no mercy in his eyes, only a cold judgment.

"And if that happens, those who die of their wounds will have their blood on your hands, and yours alone." Balgruuf finished "Do I make myself clear?"

"Perfectly." Lucilla gritted out between her teeth "I shall inform the refugees Whiterun is open to them." Her voice was perfectly neutral, an ironshod wall between her audience and her anger "I shall also send word to General Tullius regarding your decision to shelter a suspected criminal." She gave him a shallow bow and turned to leave.

"Don't forget your helmet." Caius called out.

Lucilla gave him a look of pure poison but stooped to pick up her forgotten headgear. She stormed out of the Hall in a fury, leaving the Nords at the tables speechless. Some looked smugly satisfied at the Imperial being put in her place, others regarded Baalgruuf and the thief with a look almost as furious as Lucilla's. Whispered conversations started springing up like flies over rotting meat.

"Proventus," Balgruuf gestured for the majordomo to come over to them, "Clear the Hall"

The balding man frowned, "Is that wise, Jarl? The feasting was set to last another hour. An abrupt dismissal like this will only start speculation and rumors faster about your…" he hesitated as he glanced at Caius.

"Pet criminal?" Caius asked sarcastically

"New acquaintance." Proventus replied smoothly.

Balgruuf sighed, "Does no one in this Hall listen to me? Irileth."

The Housecarl pushed past the majordomo and crossed her arms, addressing the Nords in a tone that brooked no argument. "The Jarl wishes to retire for the evening. You may go now."

Surprisingly there was no arguments, no questions from the seated Nords. Apparently when Irileth talked, those who were wise snapped to attention. As the men and women filed out of the Hall, Caius was again struck at the mixed reaction. One middle-aged Nord with brown locks and a scraggly beard looked ready to pull the ornate axe at his belt as he glared at Balgruuf. Another Nord with sun-wrinkled skin and hair gray with age smiled from beneath his droopy moustache and inclined his head towards the Jarl in a subtle sign of respect.

Finally the Hall cleared, leaving just the Jarl, the Housecarl, Proventus, and of course, Caius. Jarl Balgruuf suddenly leaned back in his seat. He no longer seemed a wrathful god, now he was just a man prematurely aging from the pressures of ruling.

"Well Proventus," he asked, turning to the majordomo "what's your opinion?"

"Did you see the way Olfrid Battle-Born and Vignar Gray-Mane looked at you?" Proventus asked.

"One ready to challenge me for my chair, the other ready to kiss my feet?" Balgruuf asked wryly.

Irileth snorted, "Either one of those fools would have to get past me first."

"That's er…all well and good," Proventus said, eyeing her carefully, "but that's not the point. The Battle-Borns are one of the wealthiest clans in this city with strong ties to the Empire. It wasn't wise to anger them by dressing down the Imperial captain. The Gray-Manes will be more amicable, but only because they favor the Stormcloaks. You know they'll construe your disrespect of the Empire as a sign of support for Ulfric Stormcloak. Ulfric will be dancing in Windhelm once he hears the news."

"He'll be dancing for naught," Balgruuf growled, "I will not be drawn into either side of this ice-brained war and bring ruin to my Hold."

"You might not have a choice." Proventus warned, "Ulfric likely knows you wish to remain neutral, but he'll act like the two of you are Shield-Brothers after this debacle. I can't imagine Tullius reacting pleasantly to your blatant disregard of his captain. He's been trying to gain your support for a while and has become frustrated that you aren't committing to the Legion campaign. This might convince him that you've picked a side – and it's not his."

Balgruuf scowled "And if Tullius believes I'm in a secret alliance with the Stormcloaks, he may well attack-"

"-which will in turn bring you into a _real_ alliance with the Stormcloaks, if only out of necessity to defend your land from a provoked Legion attack." Proventus finished.

Balgruuf sighed "What would you have me do? Call back the captain and let her lynch this man?"

Caius tensed, but Irileth looked up eagerly at that as if to say _oh yes, please!_

"Of course not," Proventus shook his head, "You've already made your decision. If you acquiesce to the captain's demand, it will make you appear weak and indecisive. The Battle-Borns will still be angry for your early actions and the Gray-Manes will see you as a cowardly oath-breaker Jarl dependent on Imperial coin."

"Not that it's true, of course" he added quickly seeing the murderous look on Irileth's face.

"Of course," Balgruuf said dryly, "so what is your advice?"

"Stand by your decision but take steps to contain the damage. Send a letter to General Tullius detailing your decision to room the Helgen refugees in Whiterun and that you turned down the captain's request because she lacked evidence. I doubt it will get there before the captain's letter, but this way you know your side of the story shall be presented truthfully and it should convince him that you remain a third party in this conflict."

Balgruuf nodded, "As always, your advice is sound. I trust you can draft this letter in the appropriate terms?"

Proventus bowed, "At once, Jarl."

The majordomo left the room and Balgruuf gave Caius a wry look, "Well, you've certainly put me in a difficult position, traveler." Balgruuf rubbed his brow, "As you can see, it's a fragile path I tread, keeping the Imperials and Stormcloaks war out of my Hold. I've led campaigns easier than these political battles."

"That's why I remain a lowly rogue," Caius shrugged, "Less pressure."

"Hmph," there was grim amusement in the Jarl's eyes, "Sometimes I envy you." The amusement sharpened to a calculative look as he studied Caius, "Although…there may be a way for you to repay me."

"Repay?" The Imperial blinked innocently, "I wasn't aware I'd done anything that needed paying, matter of fact I recall bringing news to you about one of your little towns needing some help."

"And I recall saving your neck just now from a rather irate Legion captain."

"I wasn't in any danger; she had one good arm and was stupid with rage." Caius cocked a brow, "If anything you saved _her_ life."

"And if you'd killed her, you would have had the entire Legion after you." Balgruuf frowned, "Do you truly intend to spend the rest of your stay in Skyrim dodging the Empire?"

Caius frowned "And you have an alternative, I presume?

"There may be a way to ensure the Imperials don't bother you anytime soon," Balgruuf said, "In exchange for helping my court mage with a special project of his."

"What kind of special project?"

"One that requires..." Balgruuf paused as he tried to find the right word to use, "a burglar."

* * *

"You want me to go explore an ancient dungeon that may or may not hold a sleeping army of undead warriors to retrieve an ancient stone tablet thingy that may or may not hold the key to your mad mage's research." Caius shrugged, "Sure, maybe I can fetch you the emperor's robes while I'm at it."

"You seem skeptical." Farengar Secret-Fire, the Jarl's Court Mage was a slender Nord who hid in flowing deep blue robes with a hood tilted forward to shroud his face in mystery and mysticism. His room was similarly draped in magical artifacts that looked impressive to hide their low status: staffs on wall plaques, a polished troll-skull on his desk, and dozens of spell-tomes that flickered with only faint magic to Caius's attuned eyes.

"How old did you say these ruins were?" Caius asked.

"At least First era."

"_First_ _era?_ And you expect to still find this thing in there? In one piece?" Caius shook his head, "Forget skeptical, try flat disbelief."

"You don't understand the ancient Nords at all." Farengar shook his head at the Imperial's simpleton grasp of the arcane. "the magic the dragon worshippers had at their disposal was unparalleled. They created spells of preservation so powerful that even the food laid out for the ancient feasts is as fresh as it was thousands of years ago." Farengar sighed with longing, "If we had only a _fraction_ of their knowledge, just think of the marvels we could create!"

Caius stared at him, "Right…while we're at it, should we gather up some black robes and sacrifice some virgins?"

The "mad mage" in question frowned at that comment, "What do black robes and virgins have to do with uncovering the knowledge of the ancient Nords?"

Caius sighed, "C'mon. Power hungry mages desperate to unlock ancient secrets? _That's_ never gone wrong before."

"For your information I am not power-hungry." Farengar sniffed, "I seek only knowledge."

The Imperial looked at him slyly, "Knowledge _is_ power."

"If I may take this back on track" Balgruuf interrupted, "The point is this: I need a way to protect my Hold from dragons, Faraguer needs someone to fetch this tablet for him, and you happen to be at hand."

Caius frowned. The Jarl wasn't going to just let this go. The problem was he had no desire to entangle himself any further in these political battles and dungeon delving. He'd come to Skyrim to blend in, but so far he was doing exactly the opposite.

However, one of the most important traits of any rogue was knowing when to give in. Sometimes a glib tongue didn't always open doors, it just closed them. In these situations it was best to appease the person in power and make it seem like you had submitted. Then, when they stopped looking over your shoulder, you cut your bonds and made your escape.

"Well, when you put it that way," Caius shrugged, "How could I possibly say no?"

_And if you're feeling really vindictive, _he thought, _you steal all the silverware on the way out._

* * *

Caius spent the night in one of the guest rooms of the Dragonsreach. The feather-bed mattresses they had were like sleeping on clouds and the night passed in blissful rest. In the morning, he was served breakfast in his room, sizzling slices of sausage, thick oat porridge topped with honey and golden loaves of bread washed down with a jug of fresh milk. He enjoyed every last bite, knowing that it'd be the last meal he had in a while. Once he'd left Whiterun, he'd ride straight for someplace obscure, maybe Riften. That lake city had a reputation for being one of the seediest places in Tamriel. He'd be in his natural element and be able to lie low.

Did that mean he was breaking an agreement with the Jarl? Alright, maybe a little, but he'd seen first-hand Balgruuf's struggles to stay neutral. He seriously doubted there was anything the man could do to keep the Stormcloaks and the Imperials off his back. So in a way, they were both liars and thus the contract was null. Besides, it wasn't like the rogue's standards were anything concrete. They were as vague as clouds of fog vapor, apt to change as long as it benefitted the rogue following them.

With a full stomach and the warm sun shining down to alleviate the wintery chill, Caius was feeling very pleasant indeed as a pair of guards escorted him down the stairs of Dragonsreach to the gated courtyard, where his horse was already saddled and waiting.

The pleasant mood dampened a bit when he noticed something odd.

Alongside Beire was a larger gray coated stallion with the corded muscle of a war-horse. Before Caius could further ruminate on what this meant, Jarl Balgruuf arrived. The Jarl wore a white cloak over his normal ornate clothing, but the cloak was pulled back behind his broad shoulders and he seemed untouched by the brisk morning air. Irileth, his ever-present shadow, trailed behind him, her red hair pulled back in a severe knot, features almost as cold as the Skyrim weather.

Balgruuf glanced at Caius's heavily laden pack and smiled "Ah, you're ready to go I see."

Caius smiled pleasantly at the Jarl, but feigned confusion, "Forgive my math Jarl, but as there's only one of me, I need only one horse."

"Come now," Balgruuf returned his pleasantness, "I would be remiss in my duties as host if I did not give you a guide. Imagine if you lost your way and never came back." His smile was pleasant enough, but there was a gleam of victory in his eyes, "and I certainly do want you to come back."

"Doubtless I can ask directions at Riverwood." Caius said, still trying to find some gap to escape through, "But I work better on my own."

"You mean you run better on your own." Irileth growled. Caius glanced at her, then at the horse, a nasty thought suddenly occurring to him.

"Er…will Irileth be coming with me?" Caius asked.

Balgruuf laughed, "No, Irileth shall remain here. One of my Housecarls familiar with the region shall accompany you." Balgruuf turned and beckoned to one of the Housecarls. Cauis bowed his head, conceding to the Jarl. Call a guard a guide, end result was still the same. His suspicions were confirmed when he saw the Housecarl.

He walked across the courtyard with a deceptive ease despite being encased in forty plus pounds of armor. A thick shield reinforced with steel was strapped to his back and an unadorned, steel sword swung easily at his side. A steel helm with a worked metal crest of a horse's head covered his face and his cloak was white instead of yellow.

Then the warrior removed the helmet and Caius realized _he_ was actually a _she._

The woman had striking features. High cheekbones, sleek black hair, pale cheeks flushed red from the chill of the morning air. Her eyes were a rich brown, and being a Nord, she rose above him by a good hand's span at least.

Those eyes studied him for a moment, cool, unflinching under his own scrutiny. Her face was unmarred by any scars, but the silvery scratches on the armor attested to combat experience, and her hand rested easily on the hilt of her sword as if she'd been born with a blade.

"Caius, this is Lydia." Balgruuf introduced, "She will be your guide."

Oh this one was definitely trouble.


	10. The Barrows pt I

Lucilla sat at the hardwood desk of the plain, but comfortable room she had been assigned. She stared pensively at the paper in front of her then slowly picked up the quill and began to write.

_21__st__ Last Seed, 4E 201_

_General Tullius, have arrived in Whiterun after two day march. _

_Lost forty-one already injured in Helgen during the march, twenty-three men, seventeen women…_

She paused, lowered her head for a moment

_One child._

_Am pleased to report that one-hundred and seventeen civilians from Helgen have found safe shelter in Whiterun. Between inns and the charity of strangers, they have found sturdy roofs over their heads until they can be relocated._

She paused, a flicker of irritation worked its way into her writing. _The sixty-seven surviving members of my cohort have been requested to remain outside the city walls. I have been requested to room in the Dragonsreach Hall. _As befitted "officers of such high status" as that majordomo, Proventus, had said. An honor that separated her from the men she commanded, kept apart by a high wall and a city's worth of Nord guardsmen. Yet another sign that Balgruuf's "allegiance" remained neutral at best and treacherous at worst. Which led to her next point.

_Had a_-she paused, pursing her lips as she thought of how best to phrase it-_ slight disagreement with the Jarl. Found suspected Stormcloak spy in an audience with him. _

Again Lucilla hesitated, wondering if she should include mentioning drawing a blade in the Jarl's hall and attempting to render Imperial justice then and there. She sighed and finally scribbled _Attempted to carry out sentence immediately upon discovery of traitor. _She'd let the general read between the lines on that one. Lucilla didn't take any pleasure in informing the general how one of his captains had acted like a fresh-blooded recruit. She didn't know why she had lost control like that. _Stress_, she decided and turned back to the letter.

_When I informed the Jarl that the man was wanted as a traitor, the Jarl refused to turn him over, citing lack of evidence. _She scowled, as if she could have said that a Thalmor had told her – Balgruuf would have let the spy go then and there. But she'd seen for herself the pages covered in Aldmeri script that had been confiscated from the spy. Still a part of her wondered why, even with that evidence, she had found the Justiciar's whispered revelation so convincing. She shook her head, clearing her thoughts and finished the letter.

_Please advise._

_Capt. Lucilla _

_Imp. XIII Legion, First Cohort_

* * *

As soon as they left Whiterun, Lydia forsook the roads for the country. They traveled on a south east path, cutting across the golden grasslands. The horses ran (or "cantered" as Lydia insisted on saying, as if there were differences between running and walking) steadily, stopping for only short breaks where the riders would dismount and walk the beasts.

This wasn't like Caius's sedate ride to Whiterun over a smooth road. The grasslands swelled and fell subtly creating bumps and ditches that Beire seemed to find with every step she took. His leathers and ubiquitous travel cloak had been tailored to soften his footsteps, turn aside glancing blows, and help him blend into his surroundings be they shadowed alleys or crowded streets.

Padding for riding in a hard leather saddle had alas, not been included. By midday the grasslands turned into rockier terrain with bluffs of weathered white rock and clusters of scraggly pines. When the Housecarl called a stop for lunch, Caius slid off the nag with a groan. He'd lost all feeling in his buttocks and the insides of his thighs felt agonizing when he moved.

They had a quick meal next to a small creek that burbled through a small stand of trees. Caius perched on a fallen trunk and tried his best not to move below the waist. When they were done, he stood and half walked, half limped back to the horse. Lydia glanced at his stiff-legged gait. The Housecarl had ignored all attempts at conversation with him, but now she approached him.

"Take off your pants."

Caius glanced at her, "You don't say two words this entire time and the first thing you do is proposition me?" he arced a brow, "Guess Nords really are that forward."

The black haired woman ignored the glib remark, "How often do you ride horses?"

"I don't" he replied, "I prefer feet, or carriages, maybe even boats if there's water around."

"Mm-hm, and you just spent half a day riding across rough terrain." Lydia crossed her arms, "take the pants off."

"As milady commands." He replied sarcastically. Under her cold gaze he was surprisingly thankful that he always wore his underclothes. Caius undid the laces and slowly managed to roll the pants down past his knees. He looked down and winced, _"Ouch."_

The Housecarl glanced at the angry red sores on his legs, "Saddle-sores." She declared. "Probably because you're clutching too much at the horse with your legs. Still, you're lucky you caught it now, and not when they start bleeding."

"Bleeding?" Caius glanced at Beire who gave him an innocent horsey look. The Housecarl pulled a small jar from the war-horse's saddle bags and tossed it to him.

"Smear this on the sores, it'll help."

"You know," he muttered as he smeared the foul-smelling ointment on his legs, "A beautiful woman such as yourself shouldn't go 'round giving men lotion and telling them to take their pants off." He gave her a charming smirk that had sent many a tavern wench blushing, "They might get mischievous ideas."

Lydia stared at him disdainfully, "You're not my type."

"Oh" he asked as he re-laced the leathers "And what is your type?"

"Tall, muscular, bearded," The Housecarl shrugged, "A sense of honor."

"Bearded?" Caius mused, "Would my chances improve if I grew a goatee?"

The woman stared at him for a second then shook her head with a sigh. "Come on. I want to reach the foothills by nightfall, and I can't do that pampering a milk-drinker every mile of the way."

Caius glanced at the distant gray slopes of the mountains then at Beire's saddle. His earlier humor fell away, replaced by a stifled groan as he clambered to his feet.

* * *

Lucilla strode through the bustling streets of Whiterun's Wind district. Despite the arrival of dragons in Skyrim, the atmosphere in the city was surprisingly upbeat. The townsfolk here went about their day to day routine with little regard for flying monsters that might come down on them any minute. It seemed ignorance truly was bliss.

Normally it'd be a ten minute walk from the Drunken Huntsmen in the Plains District to the cathedral like Temple of Kynareth located just off the Gildegreen courtyard in the Wind District. Lucilla got there in half that time, for once, she was thankful of the ugly burn that marred her face. The burn coupled with the battered _lorica_ armor and captain's helm cleared paths for her in the busy streets.

The Temple had expanded and grown much like the great tree in the courtyard. As the city had grown in size, more wings had been added to the temple and its roof had swelled ever higher.

The temple was in stark contrast to the Legion healer tents Lucilla had known. The military tents were cramped, dark, and claustrophobic. After battles the tents were filled with the cries of the wounded and whimpers of the dying. Not to mention the stench of blood, filth, and guts, nauseating enough in winter cold, turned almost unbearable in summer heats.

Captain Lucilla walked through the gilded doors and into a vast hall large enough to swallow an entire _cohort_ and still have room for more. The floor beneath her feet was tiled with different colors, creating orderly designs that seemed to sooth the eyes while light from windows built into the rafters filled the hall with a warm glow. Instead of the butcher's aroma that clung to the tents, the interior of the temple smelled sweet with herbs like lavender and blue mountain flowers.

In place of pews in a normal temple rows of padded altar-like beds ringed the center of the room. Many were taken up by the tired-faced townsfolk from Helgen. Brown-robed healers darted nimbly through the rows, attending individually to the refugees. Most of the injuries the refugees had were internal: smoke-lungs from inhaling the bitter fumes of the dragon's flames, or scalded airways for those who were even closer.

The ones who had been seriously burned by fire had succumbed on the march.

The priests lay healing hands on the injured, casting Restoration spells by the dozens as they repaired the damage and it seemed already many who had been on death's door last night were fit to recover by the end of today.

She tried to draw some comfort from that, some solace from the fact that these people had gotten the help they needed. But the thought of the Stormcloak spy still on the loose, still running free after causing the deaths of so many, continued to gnaw at her, to consume her-

"Can I help you?"

Lucilla jerked, caught by surprise at the priestess that approached her. "Who are you?"

The priestess blinked at the hostility and suspicion in that tone. "I am Danica Pure-Spring," she said, crossing her arms, "the chief caretaker of Kynareth's Temple." She had a gentle expression on her pale face but also the no nonsense manner of any healer who ever had to deal with an unruly patient before.

Lucilla flushed, ducking her head in an apology, "Captain Lucilla," she hesitated, "I wanted to check up on the refugees from Helgen."

The priestess nodded, gracefully forgiving and forgetting. "Well, as you can see, they're doing well. We handled the most critically injured first and now they're resting. You should be proud, captain," she added, "you saved a lot of lives.

_Lost forty-one already injured in Helgen during the march, twenty-three men, seventeen women, one child._

The words she'd been forced to write on that letter came back at her again, and Lucilla grimaced at the memories it brought. She'd saved a lot of lives, but she'd also failed more than a few. The captain thought back to the bloody battle in the pass.

She felt the now-familiar stirrings of anger clawing at her gut as her thoughts returned again to the Stormcloak spy. His wasn't the only face she saw though. In her dreams stood Captain Torvg, cradling his head under one beefy arm. And the Battlemage twins, Jeriss and Veris, their bodies still riddled with icy shards dripping blood. They and the other fallen greeted her every time she closed her eyes, every time she tried to lay down and rest. Silently judging, accusing her, calling for the blood of the man responsible for their deaths-

"Captain."

Lucilla blinked and opened her eyes. The priestess stared at her curiously, then raised her eyes to the burn stretching across one side of her face, "I can take a look at that."

Lucilla frowned, "It's fine."

"Nonsense," Danica declared, and before the captain could think of protesting, she'd laid a hand on her face. There was a cold prickle and then a soothing glow. The blackened scar tissue withered away, leaving her cheek unmarred.

But the anger remained.

* * *

As the first day drew to a close, the two travelers rested in the pine-tangled forests that hugged the foot of the mountains. Their campsite was a small cave at the bottom of a tree covered rise. Caius had been leery about caves after his recent experience with the Frostbites. Lydia however had scouted out the small rock chamber and given it the all clear.

Caius had entered warily after her, hands on his daggers, eyes alert for the faintest wisp of white web, the softest scrape of hairy chitin legs on stone. He'd found only a small hole in the hillside, slightly musty, rather rocky, but not bad for a place to spend the night.

He frowned when Lydia stabled the horses. She tied Beire to a nearby tree, but left the massive warhorse untethered.

"Aren't you going to tie down your horse?"

Lydia laughed, the first sound of amusement he'd heard from her all day. To his annoyance, it was actually a rather pleasant laugh. "Cloud Dancer's a trained Nordic warhorse. He won't stray."

"_Cloud Dancer?_" Caius frowned, "That's the beast's name?"

The gray-coated warhorse pulled back its lips to reveal impressive tombstone-sized teeth. Lydia crossed her well muscled arms in front of her and frowned, "You have a problem with his name?"

Caius shrugged, "I figured Stomper or Bone-Crusher would be a better name."

Lydia smiled, almost wistfully, as she rubbed a hand gently on the war-horse's flank, "I've known Cloud Dancer since he was a colt. When I'm riding him into battle, I'm high above everyone else, and he's so agile it's like he's dancing. So…Cloud Dancer."

Caius shrugged and decided not to point out the obvious: She'd left her own horse free but had tied up his mount with a complex knot. The thief wasn't worried about untying it, as soon as she fell asleep, it'd be a simple matter of cutting the knot and mounting the horse.

He turned instead to starting the small campfire and they took a simple dinner of meat and bread washed down with water from a nearby brook. As they were finishing their meal, Lydia looked up suddenly.

"So thief, is it true what they say?"

He took a swig from the waterskin and frowned at her suspiciously. "Is what true that who say?

"That you're a Stormcloak spy, as that Legion captain believed?"

He thought about it, then answered simply, "No. As a general rule, I try to avoid wars and revolutions. the pay's lousy, the hours are terrible, and people actually expect you to _die_ for their cause." He glanced up and caught the tail-end of a scowl as it flickered across the Housecarl's face, before smoothing away into a blank mask.

"I've offended you." Caius sounded amused.

Lydia shrugged, "It wasn't unexpected. Still it would have been nice to know you believed in something more than yourself."

"You mean believing in a cause, past my own survival? Can't say I've become degenerate enough to accept such an honor."

"A shame," she said lightly, "without belief in something, what point is life?"

Caius sighed and kneaded his forehead "Oh Void, you're one of those kinds of people."

She turned to him and raised a brow.

"You believe in this fantasy world." Caius answered bluntly, "You believe people, despicable rogues included, are at their heart decent, you believe in honor, in good and evil."

"Of course." Lydia replied, "And what do you believe in?"

"That there is no good or evil, simply human nature."

"Which is?" Lydia prodded.

"Survival of the greediest bastard." He announced profoundly.

The Housecarl waited for him to elaborate but Caius instead pulled out his steel dagger and began to sharpen it on a whetstone.

"That's it?" Lydia asked finally, "I know I shouldn't be surprised, but what about things like decency, compassion? Or do you just believe in money?"

"Smoke and mirrors, that's all "decency is"." Caius dismissed, "At the end of the day, when the chips are down, people are always going to take care of their interests first." Caius shrugged, "Coin just helps them decide your interests are their interests, but it's not the only thing you can use."

Lydia frowned, "Not everyone puts themselves ahead of others, there are plenty of hard-working folk in the world happy to help someone in need."

"See, there's that fantasy again." Caius looked up, "I'm not talking about helping someone haul a cart out of the mud, that's easy neighborly stuff. The problem is lots of people with nice complacent lives believe they're good at heart…and then along comes some life or death, us-or-them situation and they realize deep down, they like their beliefs well enough - they just aren't willing to die for them."

"And just as many people _are_ willing to die for those beliefs." The Housecarl insisted.

Caius snorted, "I've yet to meet anyone who proved me wrong. Not counting religious fanatics, of course."

"Jarl Balgruuf saved your life," she argued "You were a stranger in his court but he still challenged the authority of the Imperial Legion to uphold the law."

Caius shook his head, "Doesn't count, he did that 'cause it was in his best interests." He raised a brow, "Needed a burglar, remember?"

"And yet he's willing to help you in return."

For the first time the thief frowned in thought. "You really believe the old sod can keep the Legion off my back, don't you?"

"I do. _If_ you give him a chance." Lydia said dryly, "Balgruuf keeps his promises, he's a good man, and he's a good Jarl."

"You only say that because you're wearing one of his fluffy white cloaks."

"I'm saying that because he takes care of those under his protection."

"And I'm not one of his Hold peasants, am I?" The thief asked, "Just a stranger who happens to have some useful skills your benevolent leader needs to use."

She gave him a pitying look, "What a sad, paranoid little world you must live in."

"There's room for two, if you're interested" he offered.

Lydia ignored the glib remarks as she always did. "I'll take first watch, you can grab second."

Caius grinned, "I know I should just use your naiveté to my advantage, but aren't you worried about me running off?"

"Not really." Lydia replied calmly, "We're deep in the wilderness, it's night, and you have no sense of direction. Cloud Dancer is right outside and he gets a little twitchy with strangers. If you want to risk a hoof to the face, feel free to leave."

The expression of disbelief on the rogue's face almost made her smile."You conniving little…" His mouth worked as he tried to find a suitable expression "…conniver" Caius finished lamely.

Lydia chuckled as she checked the straps on her armor, "Just because some believe in decency and honor does _not_ make them ice-brained." She raised a brow, "Especially when dealing with thieves lacking in both."

"You know, with your looks and that devious little mind, you'd go far as a rogue" Caius said grudgingly.

Lydia smirked, "And have to wear leathers all day? I think not."

She banked the fire and stepped outside the cave to begin her silent vigil. Caius paused as he unrolled his bedroll and thought of the Housecarl wearing a tight leather suit instead of her plate armor.

"Damn it," Caius muttered, "Now I'll be up all night fantasizing that."

* * *

He'd placed the inkpots close to the fire during dinner so that the heat would melt the frozen black liquid. He worried the feathered tip of the quill as he pulled his thoughts together, then dipped it in the small pot of ink and started writing.

_Harknir runs a tight crew. For a bandit chief he's surprisingly liberal when it comes to distributing plunder. Might explain why he's still alive and not been knifed in his sleep yet. Still, it's not the Thieves Guild, and that's where I aim to be. They say only the best thieves are taken in. Well…how many of their recruits can claim to have plundered the heart of an ancient Draugr tomb?_

He glanced at the last entry in the journal, frowned, and then scribbled in _honestly _before _claim_.

_Must admit, am a tad worried that I don't know what the "treasure" is. Source of unimaginable power is a bit vague if you ask me. Fingers crossed that it's something I can sneak into my pocket but I guess at the very least I'll still have this Golden Claw to show for it. Not my best burglary, I admit, it was just a simple snatch and run. But how many bumbling shop keepers leave keys to ancient barrows lying on their counters like a bloody paperweight?_

He stopped writing as one of the bandits grunted and rolled over in his sleep. After a few, tense seconds, the quill scritched across the paper again.

_Best to wrap this up_ he wrote quickly, _We'll be descending to the lower levels soon as the sun sets and the others will be up soon. Soling and Harknir don't mind my scribbling but I don't need the others-especially that big lunkhead Bjorn- snickering behind my back and calling me "the Scholar." As if scholar's a proper name for a master thief._

He paused a moment and grinned.

_Now "Swift"…aye, that's got some potential. Swift feet, swifter fingers, and swiftiest wits, that'll be me, just you watch._

Finished, the dark-skinned dunmer carefully blew on the pages to dry the ink. When it had hardened, he reverently closed the leather-bound covers of the journal and slid it carefully under the protection of his bedroll.

Around him the ancient hall of the barrows stood. Silently watching.

And waiting.


	11. The Barrows pt 2

"Why are we still here?" Elisba asked.

Cerith didn't answer her. His gaze was focused on the idyliic little village before them. Or rather, the remains of the idyllic little village. The settlement had consisted of perhaps two dozen thatch roofed houses, some shops, and a narrow, while a simple stone road ran through the entire village.

Now the houses were collapsed heaps of kindling and blackened timbers, the hall had been reduced to a few jagged beams still sticking upright from the black charred stones. Thick oily smoke still drifted from the piles of rubble…and the heat-twisted corpses of the town's previous inhabitants.

"we should be returning to the Embassy, not lingering over some little burned out hamlet." Elisba urged. Cerith flicked a glance at her, noticing with some bemusement that his compatriot was keeping one eye on the skies as she berated him. Behind them, their ten-strong escort of Thalmor infantry were also showing signs of antsy nerves.

"Those orders were given before dragons returned to Tamriel." Cerith replied smoothly, "Clearly, our responsibility is to investigate this phenomenon more closely, so that we can return to Elenwen with a more detailed report. Surely we can be excused a few extra days on the road?"

"Clearly…" Elisba muttered bitterly. "And yet you have not deigned to inform Elenwen through a Scrying of this…interpretation…of her orders."

"An oversight on my part, dear Elisba." Cerith murmured. His attention was caught by a large trench of dusty brown dirt that had been gouged through the town as if some god had dragged his finger through the earth.

"Spread out," he ordered calmly, "Try to find some survivors, please."

The soldiers spread out in pairs of two, working through the ruined streets and blackened heaps of wooden structures. The Justiciars helped as well, though proud Elisba did not deign to dirty her hands, instead using telekinesis spells to move debris easily aside.

There were dozens of corpses at the center of the hamlet, black bodies charred beyond recognition. But as the Thalmor sifted through the rubble, they found many corpses relatively intact.

"Cerith."

Elisba gestured at the torn, mangled body of a Nord man who had been crushed by a large piece of charred lumber. The corpse had been spared the cleansing flame and his clothing was clearly visible: iron scales and a blue wrap of cloth.

"Stormcloak," she reported grimly.

Cerith nodded and wiped his gloved hands on his overcoat, "They're everywhere, it seems." Blue wrapped corpses were plentiful under the stones and broken lumber of the once sturdy buildings. He estimated there were around forty or so Stormcloaks, though the burnt bodies could have been Ulfric's men as well. "Perhaps the remnants of Ulfric's "Five Hundred" retreated this way. "

"The village was sheltering Stormcloaks," There was no mistaking the vehemence in her tone, "By rights, we should slit the throat of any fool who survived this calamity."

"Necromancy aside," Cerith remarked dryly, "Dead rebels or sympathizers would have a hard time telling us what happened."

"A dragon attacked, that much is plain to see." Elisba argued, "Why waste time when the answer is staring you in the face?"

Cerith shook his head, not bothering to explain. He felt something, a stirring in his gut…a hunch. Something had happened here, something he had to stay and learn about, something that would help him begin understanding these beasts.

A shout tore him from his musings. Two of the gold-plated infantry men emerged from behind the gutted remains of a collapsed inn. Between them they dragged a skeletal figure covered in angry red fissures and shiny blistered flesh.

The man, for it was a man, protested, struggling weakly and moaning as his raw knees were scraped against the ruptured ground. Cerith clamped down on a fleeting surge of annoyance.

"Release him this instant!" he barked, "Idiots! The man's nearly half dead as it is without you helping him along!" The soldiers looked at him in shock dropping the man like he was fire, and even Elisba raised a brow at this newest act of the eccentric Justiciar.

"What are you doing?" she whispered quickly.

"There's more than one way to make a man talk." Cerith replied, "A gentle touch can unlock secrets no amount of pain can coerce."

Even as he strode towards the man, he could tell Elisba was not convinced. Her eyes bored into the back of his neck like a hawk watching a mouse that has suddenly blundered onto an open field. To her mind it was further proof that Cerith's idiosyncrasies were symptoms of a troubling complacency when it came to rooting out Talos-worshippers.

Cerith had no illusions that his friend (if those embroiled in the cutthroat politics of the Thalmor could truly _have_ friends) watched his back out of any sense of camaraderie. But if Elisba thought that working with him would advance her own position, she'd fiercely guard his back against the political intrigues that plagued the upper echelons of the Aldmeri Dominion. Considering how he had a tendency to rub those in authority the wrong way, her protection was certainly welcome.

He came over to the man and knelt down in the ash and burnt rubble. The Nord's pale skin had been flamed red by heat in some places, in others it had been blackened to a charred hide. His hair had been burned off and his muddy brown eyes looked delirious with pain.

The Nord looked up, seeing only a shadowed form crouched over him.

"Water." The man croaked.

Cerith turned to one of the soldiers standing next to the man, "give me your waterskin."

The soldier's face twisted in revulsion, but unwilling to challenge a Blackcoat, he quickly unhooked the leather container and gave it up. Cerith uncorked the skin and dribbled water down the man's throat.

Cerith didn't know how long the man had been buried in the rubble but between the pus infected burns that covered his flesh and the weight of the stones pressing on him it was a minor miracle the man was alive, let alone able to talk.

He laid a gloved hand on the man's shoulder, steadying him. "This will ease the pain," the Thalmor soothed as he lifted his other hand to cast a healing spell on the man. The orange glow of Restoration spells wreathed the man, seeping deep into his cracked flesh, restoring his skin and driving out the infections that had set in.

While the man was distracted in the euphoria of sudden painlessness, Cerith's other hand, the one casually gripping his shoulder, worked a charm spell. The subtle magic appeared as only a faint green glow to the Thalmor's attuned eyes it slipped in quietly beneath the healing spells. The charm spell didn't do much, merely easing the man's fears, anger, paranoia, making him more willing to talk to a helping stranger…and more willing to trust.

For someone whose tongue was as silver as Cerith's, that was often all he ever needed.

"What's your name?" he asked kindly.

"Alric." He mumbled finally.

"Well Alric, I'm Justiciar Cerith. "

At that, the man's squinting eyes snapped open wider. His muddy brown eyes flicked across the Justiciar crouched over him, the guards on either side of him, and the others stretched in a line before him, stone faced, imposing.

Cerith almost pitied the man. He'd been cast into the fire and dragged out only to find himself in the company of vipers. "A bloody Blackcoat." Alric shook his head, "Shor's Bones!"

"Ease yourself, friend," Cerith coaxed, "If I meant you any harm, why bother healing you?"

"Bah, the assurances of a damned Thalmor – piss on that!" the man growled, "For all I know you elves had something to do with that damned dragon!" Still, he didn't jerk out of Cerith's grasp, and his tone was more angry – annoyed – than fearful. He didn't feel threatened by the elf, natural paranoia already beginning to be smothered under Cerith's persuasive words.

"We were investigating the dragon attacks when we found this town," Cerith said lightly, "I'm afraid we're as much in the dark as you are, friend."

Again he felt the surprise from the guards, but this time it was mingled with outrage. Thalmor did not confide that they were incompetent, especially to supporters of the Dominion's enemies. The man studied him intently, but Cerith had spoken truthfully and let it show through his words. If he was magically influencing the man to accept the truth, well, he was merely speeding up the process.

"Aye, well I never thought I'd live to see the day when I was grateful to a bloody Blackcoat," the injured man grumped sourly. Cerith offered another drink from his waterskin. This time Alric took it greedily, sucking in great gulps and not worried in the slightest that it might be poisoned or tampered with in some manner.

The charming spells were beginning to take effect. Cerith kept his voice calm and soothing, coaxing the man to respond, "What happened?"

The story the man told was much as Cerith suspected. One moment the townsfolk were going about their day to day business. The next, there was a great roar of wind and swirls of dust. A dragon, a great green-scaled beast flew overhead, casting rivers of fire down on the town.

Here the man paused, as if remembering the experience of blinding light and heat. "The first pass left a black scorch down the main street of the town." He said quietly, "Set the local hall on flame and the barracks didn't fair much better. A lot of guards died a'fore they could even get out the doors. Guess it was providence that-" he hesitated, glancing at their black coats, "er, some other guards happened to be nearby."

"Rebel Talos worshippers you mean." Elisba interjected dryly.

The man paused, even under the influence of the charm his eyes darted warily between Cerith and Elisba. "It makes no difference to us if some Stormcloaks came to your aid, Alric," Cerith reassured him, restraining the urge to shoot the female Justiciar an annoyed look, "I'm only interested in what's happened here."

He knew the soldiers were restraining sneers and expressions of disbelief behind his back, he ignored them as the survivor told his eyes drifted, dredging up the horrible experience all over again. The battle had raged for minutes, or hours, it seemed. The Stormcloaks had many archers and the townsfolk themselves weren't novices when it came to shooting a bow.

"We surrounded the great beast even as our homes burned around us and we riddled it with arrows till it fell from the sky. It crashed to the ground with an earth-rattling shake, carved a bloody big trench through poor Mild's inn and wiped out the burning hall completely. We fell on it with whatever weapons we could grab and it caused even more devastation, its tail crushed buildings its claws tore up the ground and its fiery breath scorched the very stones."

"And then?"

Alric let out a long shuddering sigh, "We killed it, eventually. The iron of our blades just bounced off its hide, but Olfir, our blacksmith, he had a skyforged blade passed down from his forefathers. Olfir drove that chipped blade right through the beast's throat even as it crushed him with its jaws."

"If you killed it, where's the corpse." Elisba asked, clearly disbelieving the wounded Nord's tale.

Here the Nord survivor's face took on a haunted look. He shuddered and huddled closer to the piles of rubble as if seeking refuge, "The beast wouldn't stay dead."

Elisba's brows narrowed in a glare but Cerith leaned forward, intrigued. This was what he'd been searching for, this was the knowledge to be found here. "Explain."

"We left the foul thing in the center of town and set about tending the wounded and burying the dead. But that night, there was a great trembling this…terrible cry that echoed from the mountains. The dragon's corpse stirred and the beast came back to life, before my very eyes!" he added, seeing the disbelieving look on the Thalmor's face.

"Our strength was spent, we couldn't stop the damned thing a second time." The injured man let out a shuddering sigh, "torched what was left of the town then limped off into the dark."

Cerith leaned back on his haunches. "Well," he said lightly with a glance up at Elisba, "I believe this is news Elenwen would be eager to hear."

"_If_ this addled idiot was telling the truth about slaying a beast." The female Justiciar remarked coldly,

"I believe he's been honest."

"Yes, it seems you'll be quick to believe many things." Elisba said bitterly. "A man tells you they killed a dragon, but the corpse just walked off, and you accept it as truth."

"If it's true it means the dragons may constitute a bigger danger than we thought." Cerith argued, "A score of battle mages will have little trouble burning one of these beasts from the sky, but how many more will be needed to ensure it stays dead? Or if such a thing is even possible?"

"So we should just rush off on a wild goose chase, is that it?" Elisba growled. "Ignore the orders of our superiors, and when they drag us before a council, claim it was on the word of a half dead Stormcloak sympathizer?"

It was clear she no longer trusted his ability to lead; he could see it in her eyes. Elisba was wondering whether she shouldn't countermand his authority, take their escort and return to Elenwen before the Emissary grew angry at their tardiness.

The squad of gold plated soldiers standing behind her were conspicuous in their rigidness as they stood at attention. Each of the master fighters had their eyes fixed on a distant point, not engaging the eyes of either Blackcoat. They weren't fools, they recognized the beginning of a power struggle when they saw one. The captain in charge was wisely avoiding involving her men in such a convoluted mess, but they would back whoever emerged on top, Cerith…or Elisba.

Right now, things seemed to be leaning Elisba's way.

Cerith shrugged, knowing he would have to do something to rectify that. His right hand disappeared into the folds of his coat and his left hand gripped Alric's shoulder companionably.

"Thank you, my friend," he said sincerely, "You've been most helpful."

Cerith's right hand flashed out. The dark bladed ebony dagger he had drawn cut a razor thin divot in the man's flesh. At the same time his left hand tugged on Alric's shoulder position his body, and head, away from Cerith. A heartbeat later red blood sprayed out of the incision, splattering against one of the guards' boots. The Thalmor in question glanced down at the bloodstained boot, but didn't move.

Alric himself coughed as warm blood spilled down his throat. He looked at Cerith in shock, as if, despite the black coat the Thalmor wore, the Nord couldn't believe the treachery of the elf. Then he lost consciousness as his brain became deprived of oxygen.

The silence that followed was interrupted only by the faint gurgle of blood spilling on the cooling rubble as the Nord gave up his last grip on life. Cerith straightened up, wiping the ebony dagger on the dead man's shirt.

As he did, he took a moment to surreptitiously study the reactions of his companions.

Their escort looked at him with new-found respect and a small hint of fear. Their earlier disdain had been wiped clean by the cold-blooded murder, their faith in his competency as leader restored.

He turned his gaze on the female Altmer standing beside him. Elisba had her Justiciar's mask of serenity in place, but her slightly widened eyes revealed how taken aback even she was at the sudden and casual way he had killed a man he'd aided seconds earlier.

"There are many tools at our disposal," Cerith told her quietly, "Do not mistake acts of compassion as symptoms of softness and weak will." He did not place any steel in his tone; his words were spoken as lightly as if he was discussing the pleasant weather. The levity of his tone had a stronger impact however, it was a reminder of the basic tenant of the Thalmor doctrine.

_Embrace your enemy as a friend, and when he lowers his guard, slide a dagger into his heart._

"I…understand, Justiciar." Cerith studied her intently searching for any hint of a lie, but her tone was filled with honest humility and the respect of those words was sincere.

Cerith sheathed the blade, satisfied that his point had been made. The embers of disloyalty that had been brewing in her had been snuffed out. He was no longer a weakling Justiciar in her eye. With a single slash, he'd renewed her faith in his abilities…and more importantly, bought her continued loyalty.

And all just to ensure he could continue to perform his duties without hindrance.

He glanced down at the dead Nord and shook his head, "Politics," Cerith murmured quietly, "How tiresome."

* * *

"How much farther?"

The Housecarl shielded her eyes against the glare the sun cast off the snowy peaks. "Three hours at least." She shrugged, calmly enduring another frigid blast of winter gales. "Assuming the weather stays fair, of course."

"Void." Caius cursed, this was _fair_ weather? He tugged the hood of his new cloak tight to his head. The double-lined cloak had been gifted to him by the Jarl. It was backed with supple leather on one side to keep out the elements while thick fur on the other side trapped in heat.

Of course, in this weather, the heavy winter cloak was as useful as a sodden napkin. Cauis gritted his teeth against the cold. And this wasn't even _winter_.

"So what do you know about this barrow?" He asked. Conversation was a distant second to a heavier cloak, but it was better than nothing. And since he was now consigned to this errant venture, he might as well know all he could about it.

"Bleak Falls?" Lydia shook her head, "not much more than the legends. It's a tomb, made in the ancient days. Not many venture up there nowadays."

"But I'm assuming you have." Caius said dryly, "Being my guard- sorry, _guide_."

The warrior hesitated, for a moment a flush touched her cheeks. "My parents were from Riverwood, if you must know. Growing up there, it was a rite of passage for rebellious youth with more courage than sense to spend a night camped outside the ruins."

_Outside?_ Caius swore as another blast of arctic wind seared through his cloak. Surely ancient stone and a sheltered fire would be a better deterrent than mere tents. "Don't suppose any of 'em ever spent a night inside?"

"Of course," Lydia said matter-of-factly, "They're the ones that didn't come back."

As the sun sank below the horizon, the blizzard cut off abruptly near the end of the journey. The twisted channels of rock they'd been following suddenly opened into a broad, icy plateau. A great, sprawling structure of stone dominated the clearing. It was a vast hall of dark stone set on a large plateau of chiseled rock. Giant steps had been gouged into the center of the foundation, leading up two levels to the main structure of the barrow.

Sections of the steeple roof had caved in from the ravages of time and weather, and a few of the colossal columns had crumbled, but the barrow looked surprisingly well-kept after centuries of disuse. In many respects it resembled the Nordic architecture of Dragonsreach with tall pointed arches rising high into the air. However, apart from the main hall of stone, the arches had no roof covering, giving them the appearance of a giant rib cage.

"Well," he said finally, "You Nords don't do anything subtle, do you?"

"This is an unforgiving land, Imperial." Lydia reminded, "Strength is valued here." She glanced at the sun, noting its position relative to the horizon. "It'll be a few hours until full dark; we'll sit up camp and wait for night before entering."

"Wait until black night falls to enter the creepy barrow of ancient evil." Caius frowned, "Why does something about that plan strike me as a very _bad_ idea?"

"This isn't a scare tale told around a camp fire," Lydia replied, "Waiting until night will actually be safer. The Draugr are most active during the day when _most_ adventurous types would try to enter. At night they'll have to return to their stone berths to regain their energy."

"I thought the whole allure of undead guards was that they never slept – and the intimidating skull faces, of course."

Lydia sighed, "The Draugr aren't your run of the mill undead, burglar. They're ancient Nords that served the dragons in the First Era. Their life spans have been stretched out for thousands of years. They're very strong and very stubborn, but the weaker underlings haven't aged as well– they're slower, stiffer, and more clumsy, but there's hundreds of them."

"Not impressed." Caius said dryly. "Slow but strong is a terribly stupid combination. Aside from lichs and vamps, most resurrected dead don't pose a threat." A simple rule of thumb when it came to undead: the more decomposed they were, the more magical weaves they had to have in order to function.

It was part of the reason skeletons were so fragile. Without a muscle structure, every joint, every connection between the bones had to be bound with spells. Give 'em a good whack and the entire creature just dissolved into a pile of bones. Zombies were slightly better, having muscles, but they were seriously lacking in the brain department, easy to trick and fool. Ghosts and lichs didn't bother Caius specifically since their attacks were magical in nature and he could absorb the spells easily.

The only undead that really terrified him were vampires, unbelievably quick and super strong, with an annoying immunity to poison despite still being dependent on blood. Still Caius doubted he'd encounter any vamps this far north at the arse-end of nowhere.

"This isn't Cyrodill, burglar," Lydia warned him, "Underestimate the Draugr – even the weak ones – at your peril."

"You're terrified of them." Caius realized, noting the haunted look in her eye, the way she unconsciously touched the hilt of her sword for reassurance, "The lady with steel armor, a sharp sword, and a stout shield is petrified of the undead?"

"I respect their abilities," she refuted, but the words sounded hollow to Caius's attuned ears. "especially the Deathlords."

"Deathlords?" Caius blinked, "Now that doesn't sound ominous in the slightest."

"They're master warriors and spell casters," Lydia explained, "who've retained all their skills in life, and time hasn't been able to ravage them as much as the underling."

"But that's why you're here." Caius pointed out, "to fight the undead beasties while I plunder the tombs."

"Caius," Lydia said calmly, "If I had to cross steel with a Deathlord don't think for a second that it would end well for me."

"Why do you warrior types have to be so bloody fatalistic?" Caius rolled his eyes, "If you're going toe to toe with something stronger than you, don't fight fair, stab it in the back."

"I'm not sure you can just backstab a Deathlord."

"Sure you can." Caius assured her, "Trust me; I backstab powerful people all the time."

"So I've noticed," Lydia answered wryly, amused despite her grim mood. The humor didn't last long as she gazed at the sinking sun and sighed. "You should get some sleep while you can."

"What kind of gentleman would I be if I did that?" Caius asked, mock-aghast, "Nay fair maiden, I'll keep watch while you rest your sweet eyes." _And I dash off for the horizon _he added silently.

However it was clear the Housecarl was having none of it as she crossed her arms, "I got a decent night's sleep. You were the one tossing and turning in your bedroll last night." She raised one brow mockingly, "Bad dreams?"

Caius mocked her in return with a sly grin, "None you would find pleasant, I daresay." It was true, if she knew the fantasies he had of those shapely buns and full bosoms in a tight leather suit she'd no doubt blush fiercely – or chop him into mincemeat with her sword. Maybe both. It was hard to tell with Nord women.

Fortunately for Caius's health, Lydia was not a mind reader. "Then it's settled," she said firmly "you can sleep while I make the preparations."

* * *

It seemed Caius had scarcely closed his eyes when he felt a strong grip shake him from his rest.

"Imperial." The Housecarl stood over him, her face covered in shadows and her breath pluming ghostly in the air. "It's time."

Cauis sighed and reluctantly crawled out of the warm embrace of his bedroll. As soon as he did, the cold air hit him like a wall. Shivering and swearing under his breath, he slipped quickly into the thick fur lined travel cloak and tugged the well insulated hood low over his face as he scanned his surroundings.

Stars glittered coldly in the velvet black sky, casting a faint silvery light across the snow covered plateau. The ruins of Bleak Falls crouched silently over the travelers, a dark, brooding giant of carved rock

Black shadows clung in every crevice, every corner, even in places that should have been lit by pale moonlight. At this altitude, exposed to the elements, there should have been the sounds of snow shifting or the howl of the Nordic wind.

But it was silent as the grave.

While Caius had slept, Lydia had stabled the horses and stashed the supplies next to Cloud Dancer's fearsome looking hooves. Caius had felt leery about leaving behind their provisions of food, even if they were hidden and guarded by a warhorse that could crush in the head of a troll, but Lydia had been adamant. The last thing they needed for a mission of stealth was to carry packs filled with jangling, noisy, and heavy implements.

Likewise, Lydia had taken similar measures to muffle the noise of her armor, stuffing strips of cloth between the individual plates. The cloth would prevent the overlapped pieces from clinking together when the Housecarl moved. The steel finish would still reflect in torchlight and the armor would weigh her down. It was, Caius reflected wryly, better than a suit of cowbells.

But only marginally.

They headed up the wide slab-steps, watched by cold gray statues high overhead. The statues watched with dead black eyes of carved stone like hawks about to pounce on field mice. Or dragons about to swoop down on peasants.

"Cheery place." Caius murmured quietly, "Remind me not to die here."

"Well the night's still young." Lydia replied, just as quietly. "Let's get indoors."

The doors leading inside were made from a blackened metal of some kind. The metal was embossed with large, serpentine shapes that seemed to writhe in the ghostly light. Despite their great age, the doors swung open silently and the tomb raiders stepped inside.

Caius was reminded of the great hall in Dragonsreach. But this one was all cold stone and much larger. Even with the rags Lydia had wrapped around her armored boots and the naturally soft-soles of Caius's boots, the sounds of their muffled footsteps echoed in the vast chamber. Large statues flanked either side of the chamber – stone sculptures of snarling serpentine heads. They were made of the same black material as the doors and the carved shapes were as clear as the day they'd been carved.

Caius watched them warily as they walked across the hall. There was something disturbing about the primitive carvings, the harsh lines that stood out like razor edges.

There were many interior columns that rose up from the floor, but many of these had crumbled away over the years leaving only two spindly looking columns running through the center of the hall to support the steep ceiling. The centers of these pillars were honey combed with small, fist –sized alcoves. Fat, yellowed tallow candles burned in these alcoves.

Most of the interior light came from the moonlight that spilled out of massive holes gouged into the steeple ceiling. The silver light seemed to only enhance the gloom of the darker areas and the flickering candles painted strange shadows on the rubble that littered the room and the drifts of snow that had seeped in over the centuries.

As they passed the second column, Caius stopped as he noticed a gap in the stone-work. It looked like the columns were actually hollow stone shells packed with some sort of pale-yellow material to fill them in. He brought the torch closer to get a better look.

"Void," he swore softly.

The interior of the columns had been packed with bone.

"Caius, over here."

Caius gratefully ripped his eyes from the grisly building material and worked around the column. Several bedrolls had been rolled out next to a small fire pit. Sacks and wooden crates had been piled in one corner. Most of the bags were empty but others still contained food and drink. Lydia was crouched down, studying her find with a frown, as if she couldn't comprehend why there was a small camp set up in the main hall of the barrows.

Caius knelt next to the campsite. The fire had been made from stunted twigs and limbs of the scraggly pines that clung to the upper reaches of the mountain. He pulled out one of his knives and raked through the coals. "Cold." He reported, "but it's not damp. This fire died out naturally." He glanced at the small pile of wooden logs stacked next to it, "and it wasn't because they ran out of firewood."

He reclined back on one of the bedrolls and felt an odd lump beneath the thick pad.

"No one's been up here for a day at least," Lydia said quietly. She stood up, trying to put all the pieces together. "Someone was here, a small party, judging by the supplies and bedrolls it can't have been many. But why camp here? Bleak Falls is far from the major roads, it's not a good place for bandits to camp if they're preying on travelers. If they were hunting for treasure, they didn't bring enough people to delve into a Draugr tomb, and most Nords know to stay clear of this place."

"There were seven people." Caius announced suddenly, "three Nords, two Bretons, a Redguard, and a Dunmer. They were bandits and they arrived here four days ago to find some lost treasure buried in the tomb. They had a key with them and the Dunmer's name is Arvel."

"And how," Lydia asked, "Could you possibly know all that?"

"Found this stashed under one of the bedrolls." Caius grinned and held up a thin crisp-brown leather-bound journal, "It belonged to a self-professed bandit adventurer, Arvel the Swift."

"A literate bandit" Lydia said dryly, "Will wonders never cease?"

"Among his inane ramblings, he's mentioned something about a Golden Claw key that unlocks a source of power locked up in the heart of the barrows." Caius looked up, "Why are treasures always at the heart of the dungeons of darkness?"

"To keep them away from burglars like you."

"Oh, right."

Lydia frowned, "Levity aside, we'll need that claw if it's locked behind one of those damned puzzle doors."

"Didn't I come along specifically to open locked doors?" Caius asked.

"The puzzle locks are fiendishly complex," Lydia shook her head, "No offense, but I'll trust a key over some burglar's lockpicks any day."

"Offense taken." Caius muttered.

She rolled her eyes and opened the doors revealing a set of thick stone steps that led deeper into the barrows. The stairs were relatively wide, Caius could stretch out both arms and still have some space left, but the ceiling sloped steeply with the steps. The top of the tunnel was fitted stonework but over time some of the mortar had corroded. Chunks of stone the size of his skull littered the floor and gravel trickled out of the holes they left behind.

Caius had never been claustrophobic. Close-quarters meant that the big brawny warrior couldn't smash you to a bone paste with his warhammer without clipping a wall, while your daggers could carve him to bloody ribbons. That said, there was just something about a badly maintained ceiling to make one appreciate the tons of rock suspended over one's head like an executioner's blade.

As they descended deeper, Caius found the interior still surprisingly well lit for an ancient tomb of darkness. Light came from large bowl-like torch vats that sat low to the ground on talon feet or rose to chest height on thick mounts of carved stone. The torchlight illuminated the strange carvings that covered every inch of the walls – where they weren't covered up by the desiccated trunks of creeper vines.

Caius stared in surprise at the brown vegetation in the cold stone tunnels. "You've got vegetation growing _inside_ the barrows? At the top of a bloody ice mountain?"

"The barrows were built over a natural cave system." The Housecarl answered quietly, "Over the centuries the creepers would have worked their way through chinks in the stone and mortar. Not even the Dragon worshipers could completely defy nature."

"I'm sure I'd find that comforting if not for the fact that these look more like an infestation of weeds than adorable little flowers" Caius replied.

For the creeper vines were everywhere. They wrapped along the ceiling and fell down the walls to pool on the tunnel floor. They snared at his boots as he walked and drooped down from the ceiling. Caius was struck by the sensation of walking through a carpet of snakes. Dead snakes, petrified by time…that might wake up any minute and sink their fangs into his boots.

_Ah barrows, _he thought,_ what lovely places to visit._

They rounded a bend in the tunnels and Caius frowned, "You smell that?" he asked.

"Smell what?"

He sniffed quietly, like a bloodhound trying to catch a scent, "Blood…I think." He said quietly, "but it's odd. Doesn't smell right." Moving more cautiously now, they moved deeper through the tunnels coming to a large room as large as a cottage. A wall divided the last third of the room and an iron gate hung retracted from it. Carved faces on the upper walls clenched stone tablets of animal carvings in their tombstone teeth. Alcoves on the left hand wall contained pillars marked with similar carvings.

Oh, and there was a body in the middle of the room.

Caius walked over and squatted next to it, taking care just to look, not to touch.

"Nord," he said calmly, taking in the seven foot frame of rippling muscle, the long braids of brown hair and the bushy beard that hugged his chin. "Pity he's dead, you would've liked this one."

Lydia scowled at him, "Could you possibly show some respect for the dead?"

Caius looked at her curiously "What part of being a low down burglar rogue gave you the idea I held respect for anything?"

He bent down, scrutinizing the body. There was a stab wound on his lower back. Someone had run him through from behind, skewering one of his kidneys and penetrating his guts. He frowned, resting back on his haunches.

A wound like that would have been very messy, very bloody, and yet, there was no blood anywhere around the corpse. That wasn't the only odd part. The skin around the wound was a frigid blue, like it had been frostbitten. When he pressed a hand against the flesh over the stab wound, he found it was bone chilling to the touch and, unyielding, like he was touching a statue and not dead flesh.

"His insides are frozen solid."

"Explains the lack of a blood trail," Lydia remarked, "the ice blocked the blood flow. He had plenty of time to drag himself along the floor before he gave in to shock and chills."

Caius was surprised. He'd seen people poisoned, incinerated, garroted, and a hundred other causes of death. He'd even seem people frozen into human popsicles in a thick cube of ice, but he'd never seen something quite like this. He glanced at her and raised a brow, "You've seen this before, haven't you?"

"Draugr blades carry a chill as freezing as a Skyrim blizzard." Lydia said, "Us Nords are resistant to the cold but even we can't resist a freezing blade that's penetrated our innards."

"Yes, well being skewered like a stuck pig tends to give anyone pause." The thief replied dryly, "Shall we continue?"

"Carefully," Lydia warned, "If these bandits blundered in ahead of us, the Draugr may still be awake this night."

Together, they ventured deeper into the barrows. Caius was surprised at just how vast the tombs were. Tunnels seemed to twist and merge into one another, the candles burning with a weird pale flicker lit the tombs with an insipid light. As they worked deeper into the tombs, the candles became fewer and the pools of darkness larger until even the light cast from their torches seemed to shrink to sullen pinpoints of flame.

The dark didn't scare Caius. Having lived in the darkened sewers beneath the Imperial City, the shadows were as familiar to him as daylight. Ironically, it was the close, cramped passageways and stale, chilled air that got to him. The cold seemed to seep into his clothes, gnawing through the thick woolen cloak and nibbling at his flesh.

The worst thing was the suspense. They hadn't encountered any of these "Draugr" Lydia seemed so unnerved by. Some of the stone alcoves that honey combed the tunnels contained shroud-wrapped bodies or emaciated, grey fleshed corpses. Whenever they encountered these bodies, the Housecarl would tense up, watching them carefully as if she expected them to suddenly stir to life.

They didn't.

Probably because they really _were_ dead, and Lydia's fears were nothing more than a primitive warrior's superstitions. Caius had encountered zombies and skeletons before. They were popular with Necromancers in Cyrodill, but even the most skilled Necromancer could create little more than a rotting corpse that could barely swing a sword without chopping its own limb off.

The idea that some ancient lizard worshipers had been able to create undead warriors with the skill that Lydia described struck Caius as a tad…ludicrous.

And then they came to another passageway and Caius's stomach plummeted.

Thick gossamer strands of webbing clung to the ancient stone. The sight of those glistening wraps brought unpleasant, _recent_, memories flooding back.

"Spiders," he mumbled despondently, "Why did it have to be spiders?"

The Housecarl didn't share Caius's caution. She stopped down next to a section of webbing and glanced at it. The worry that had been marring her brow faded away in relief.

"Webbing, relatively new. Good."

"Good?" Caius asked faintly. There were lumps in these webs.

Human sized lumps.

"Means there's no active Draugr around." Lydia clarified, "Or else they would have torn down the webs. All we have to worry about are some pesky Frostbites."

"Pesky." Caius repeated, "Eight legged abominations the size of large dogs with fangs as long as a man's forearm and the ability to spit freezing venom. And you think they're _pesky._"

Lydia laughed, "Dog sized? Those are just babies."

Caius had started to move but now he stopped. For the first time he seemed to have no glib retort and his eyes were uncharacteristically wide, "_Babies?" _he spluttered in horrified disbelief.

"We have a saying: the bigger the hole, the bigger the spider. And there are some pretty big spider holes in Skyrim." Lydia looked at his pale face and frowned, "Don't tell me you're scared of them? They're nasty, sure, but they're just animals."

"I have a strong dislike of things that scuttle." Caius explained, "Spiders scuttle."

"I never would have guessed." Lydia replied dryly.

* * *

" – and great-aunt Vidla, it was me 'oo swiped your coin purse that one day. Sorry about that." Arvel's voice was slightly rusty and his words echoed dully the cold chamber. He'd been confessing a litany of transgressions committed against his ancestors for about an hour now, appeasing the spirits of his ancestors – hopefully. He'd never been particularly religious before, but when one is trapped in a web cocoon by a large man-eating spider, things begin to be viewed in a different, if desperate, perspective.

When he had first blundered into the web, Arvel had struggled wildly as the sticky threads enveloped him, but that had succeeded in only wrapping the webbing tighter. After an hour or so, the thread had begun to harden and dry, leaving him in a stiff shell that locked him up tighter than any jail cell.

With personal escape out of the option, and having run out of the energy to panic, he'd turned to divine intervention, pleading for the aid of the Divines. When that hadn't worked, he'd shifted to the Daedric lords revered by his ancestors: Mephala and Boethiah. Of course, Mephala was also known as Webspinner, or Spider, doubtless she was more inclined to support the spider's side in this predicament then a down on his luck master thief. And Boethiah was probably off overthrowing a nation…or sitting back and watching, being an enjoyer of mortal suffering.

"But no hard feelings, eh?" he asked the empty chamber, "So how's about it? Care to pop up and help your poor blood-kin out?"

Hope had momentarily sparked when Arvel remembered the tales of ancestor spirits – the ghosts of departed ancestors who watched over their living descendents. Unfortunately, he'd gone through all the names of family members he could remember. Not even a wisp of a ghostly glow in the dark chamber – and now it seemed Vidla was a no-show as well.

"Well fine, be a selfish old hag," he grumbled "see if I care." There was still one other deity he could try. Nocturnal, the patron of thieves.

"Nocturnal, lady of shadows," Arvel began, "help me escape and in return, I promise I'll dedicate myself to yeh. I'll be the best thief there is, I'll be…" his voice trailed off. The shadows seemed to press down on him, judging him, mocking him.

"Oh who the 'ell am I kidding?" Arvel asked the silence, voice filled with growing despair. "I'm one of the worst thieves there is. And not even worse as in "my ain't he one mean bastard of a dunmer!" At least then I'd actually 'ave some infamy, some recognition, yeh know? Only thing worse than that is just being…"

Arvel sighed, slumping his head down to his chest, "…utterly incompetent" he said at last.

"I wasn't even captured by a monster spider, just ran right into a bloody web and spun myself up tight and good." For a while the thief was silent, then he sighed and lifted his head. For the first time sincerity crept into his voice as he addressed the shadows on the wall.

"I can't promise ya my skills, 'cause I don't got any, but Nocturnal, if you spring me from this predicament 'ere, I pledge-"

Arvel stopped and blinked his eyes. There was a warm glow coming down the corridor. The warm flickering glow of torchlight.

"-er, let me get back to you on that." he said and sucked in a deep breath.

"HEEEEEEELP!"

The webbing far above stirred slightly in the echoing chamber but Arvel didn't even notice it, so intent on rescue. The torchlight grew brighter, spilling out of the tunnel. A woman emerged from the corridor. She wore pieces of steel plate over a suit of finely wrought chainmail that clinked softly in the silent chamber. She had a torch in one hand and a drawn sword in the other. Arvel's heart picked up a beat when he saw the beauty of her pale face – but Arvel's heart skipped a beat anytime a pair of breasts walking on two legs happened by him, so really, it wasn't that much of a compliment.

"Arvel the Swift, I presume?"

Arvel tore his gaze from the woman and to the man who'd accompanied her. He glanced at him, noting the simple, unassuming dark leathers, recognizing a fellow rogue when he saw one. This rogue however made his hairs rise in warning. He had a pale, unassuming face, but disturbing blue-gold eyes that looked at Arvel, evaluating the dunmer thief and finding him lacking. Then Arvel spotted the precious little red book in the man's hand.

"Oi, that's my private journal!" he yelped, "give that 'ere you bloody thief!"

The man paused, head cocked slightly, eyes wistful, "Oh if you could only comprehend the irony behind that-"

"Caius." The woman growled under her breath.

"Fine," the man named Caius grumbled, "do you have the key?"

"Er…what key?" Arvel asked suspiciously. He'd stolen so many it was sometimes hard to keep track.

"The Claw." Caius said slowly.

"Oh yes, the Claw!" Arvel nodded "Aye, I've got that little beauty tucked away. Cut me down and I'll tell you how it works. Promise!"

The hooded man frowned as the warrior woman unsheathed her sword and started towards the Dunmer. "Lydia…What are you doing?"

"Er yes, what are you doing?" Arvel echoed cautiously, eying the sharp blade warily.

"Cutting him down." Lydia replied.

"Oh good," Arvel let out a sigh of relief.

"Look I know he's in our way but couldn't we just cut around him?" Caius asked hopefully.

"Do you forget he has the Claw?" Lydia asked with growing exasperation.

"Did you forget I brought these?" the thief replied, tugging a simple case of lockpicks from one of the pouches.

"And did _you_ forget what I told you? Simple picks won't _work_ on an ancient Nordic puzzle-door." She growled, annoyed at having to constantly remind this burglar.

The burglar in question crossed his arms and gave her one of those annoying cocked brow looks that were the very epitome of snide. "Oh, and you're an expert on lockpicks are you?" he asked curiously "Or do you just try to bash them in with that big fancy sword of yours?"

She shook her head in disgust and strode towards the Dunmer. "I'm not arguing this with you." Lydia warned over her shoulder, "I'm cutting him down, he's going to give us the claw and tell us how to use it. And being nice, honorable people that we are, we're going to let him go after this is done."

"You and your bloody fantasies." Caius grumbled in disgust, "He's a thief... a terribly bad thief but still a thief. He's going to run the first chance he gets, assuming he doesn't lead us into a trap first. It's what I'd do."

"And of course everyone in the world is a selfish, paranoid little git like you?" Lydia retorted sarcastically.

Caius thought about it, "Pretty much, yeah."

* * *

Movement. Sensations – vibrations in the web. Eyes opened, sucking in light, information. Hairs trembled from moving air in the windless chamber. Voices talking prey-sounding. Now heat, red blurs of heat three, one already trapped two new ones to add to the larder.

Claw-tipped limbs moved with infinite patience down the webbing lined shaft. Thick ropes of silk spooled out as it descended silent down the hole.

Mandibles quietly widened, venom tipped fangs extending out, legs reached down grasping silently for the heat blur directly beneath.

Feeding time was near.

* * *

The hairs on the back of his neck rose up in silent alarm.

Cauis looked up.

His distorted face stared back at him, reflected in glossy black eyes the size of dinner plates. Eight legs each longer than a grown man waved delicately in the air, four of which clutched at a thick strand of spider silk. A pair of mandibles dripping with pale green liquid clacked together softly as the spider made a strange chittering sound.

Caius shrieked and dove for the side as the largest spider he had ever seen dropped the last ten feet to the stone floor below.

His daggers were in his hands in an instant, the stout steel in his left, the sharp moonstone in his right. Caius glanced at the short blades he wielded then at the giant monstrosity before him. His blades were for killing people, not monsters.

Equally unimpressed with its prey's tiny fangs, the giant spider scuttled – _Void how he hated scuttles! –_ towards him, its eight legs churning in a skin crawling rhythm. Operating on pure reflexes, Caius dove towards it. He made the right move as its forward legs stabbed out and overshot him. But it reacted impossibly fast for something that huge. The left front leg retracted and lashed, clipping him with enough strength to send the rogue into a sprawling slide on the ground.

The spider scuttled towards him, fangs gnashing.

The Housecarl swore, dropping her torch to grab for her shield. The slender shaft of wood and pitch soaked rags rolled across the floor until its flaming head came to rest inches from Arvel's webbed cocoon.

If Lydia had been operating on something other than reflexes, she may have realized why cobwebs and torches were bad partners. However, she was busy trying to keep her burglar alive. The Housecarl rushed the spider from behind. She whipped the steel blade across one of the thick rear legs. The white blade bit deep into the chitin. Oily green blood spurted from the wound.

The injured leg hardly slowed the Frostbite as it quickly wheeled about. Lydia was prepared however. Her shield snapped up just as the Frostbite's leg lashed out. The clawed tip smashed heavily against the shield. Lydia staggered slightly but her blade stabbed through the forest of limbs and scored another line on the body.

The spider's leg snapped out again. It caught the sword blade and hooked it away. The sword clattered on the stones next to the trapped thief. Still in the cocoon of webbing, Arvel had managed to free one of his hands. He reached for Lydia's sword, fingers straining to touch the hilt.

Lydia narrowed her eyes. Maybe this one was going to be a tad more pesky than usual. She raised her shield and set it firmly between her and the spider. The spider rushed her, using its bulk to simply overcome her. Its legs stabbed out knocking her to the floor. She threw her shield up, blunting its fangs on the steel and wood. The spider gave a chittering shriek. Drops of pale green venom fell on her face, sizzling with a burning cold against her pale skin.

Meanwhile, Arvel was staring in fascinated horror at the fiery torch licking heat against the webbing. Bound as he was, the thief couldn't kick it away so he did the next best thing. He sucked in a deep breath that puffed his cheeks out, and blasted the torch with air like he was trying to snuff out a candle.

He was called Arvel the Swift, not Arvel the Smart.

The torch sputtered – then flared. Sparks leapt from it and Arvel seemed to watch in slow motion as the lit embers drifted serenely on the air…and alighted gently on a section of months-old webbing next to the thief.

"Mephala's granny-panties" the thief swore.

The dust trapped in the grayed webbing went up with a _fwoosh_. Bright orange lines of flames raced across the network of webbing that stretched across the walls, filling the chamber with its fiery glow and fierce heat washed across the stones.

The Frostbite, seeing its den suddenly go up in flames reared back, giving a chittering wail of distress. Lydia seized the opening with the only weapon she had left. She rolled over and jammed her shield deep in the Frostbite's gaping maw.

The Frostbite reared back for a startled second. Its mandibles worked furiously, but the shield had been wedged between the inner, delicate mandibles and the thicker outer fangs that drooped over the mouth. The spider couldn't open its jaws wider to release the shield, and its mandibles weren't strong enough to crush the metal reinforced shield. It was, for all intents and purposes, toothless.

But not weaponless. Its legs snapped out, stabbing down at her. One smashed against her steel chestplate. It didn't penetrate but the force behind the blow knocked her back.

Meanwhile more tongues of fire raced towards Arvel. The Dunmer thief's eyes widened in horror and he gave a terrified shriek. He sucked in more breaths and blew furiously, but he was helpless to prevent his fiery immolation as it crackled around his webbing. He closed his eyes and waited for the agonizing pain of being burnt alive.

And waited.

And waited some more.

However, instead of a fiery immolation, he felt the silk weaves weakening, shriveling away from the intense heat. Tongues of fire licked at his skin but the thief felt only an uncomfortable warmth. Then the thief opened his eyes in sudden clarity. "Wait a bloody minute! Dunmer are resistant to-"

The weakened silk threads parted with a crackling snap.

Arvel suddenly dropped to the floor. he smacked hard against the stones as burning fragments of webbing drifted down around him. The thief levered himself to his knees with a groan.

"…fire."

Having eaten the webbing, the fire was dying down on the solid stones. The sounds of fighting continued however, and Arvel saw the large Nord woman get knocked to the floor. For a moment, he felt a twinge of charity, wondering if he shouldn't render aid to the person who tried to free him. Then he felt the pressing weight of the Golden Claw and the siren call of treasure deeper in the ruins.

Arvel brushed himself off quickly, "Good luck lady," he muttered giving a tip of his dirty hide helmet, "rooting for yeh." He turned and fled down the tunnel, chasing dreams of fame and fortune as a master thief, leaving Lydia to face the spider alone.

Well, almost alone. A dark figure rushed towards the spider from behind, the Imperial rogue. There was a strange light in his eyes as Caius charged towards his worst nightmare – and then up it.

Caius planted his hands on the massive thorax. It felt leathery, coated in stiff hairs that writhed beneath his touch. Ignoring his revulsion, the thief vaulted forward, landing just behind the large, bulbous head. Running on pure adrenaline, he whipped his hands forward, the daggers appearing by sleight of hand.

His right hand snapped forward, burying the straight edged dagger into a crevice between the overlapping folds of chitin. A murky green liquid seeped out, but the blade stayed, anchoring him. His fingers twirled the hilt of the other dagger into place. He slashed the sharp blade twice through the hardened skin, making a large X incision over the chitin plates covering the spider's head.

The spider went berserk. It forgot Lydia and smashed wildly against the walls, trying to dislodge the flea it had acquired. Caius's legs clamped down, he rode its movements as easily as Lydia rode Cloud Dancer.

The elven dagger snapped back in its sheath, his right hand shot down, snaring a hold of the large hair like fibers that sprouted from the spider's backside. Thus secured he ripped the steel blade out of the spider and flipped it around.

He clenched the blade in a fist, like a punch-dagger, resting his knuckles behind the straight cross-guard.

Then he drove his fist down.

The steel blade punched through the weakened section of chitin. It continued deeper and next his hand was enveloped in warm fluid, followed by his arm. There was a tearing sound and wet clumps of some sponge-like material were crushed beneath his fisted blade.

The giant spider reared as if pole-axed and collapsed in a sprawling mess of legs and fattened body.

Caius slowly pulled his right limb free with a wet shucking noise. Lumps of squishy gray tissue and splatters of green blood covered his arm all the way to the crook of his elbow. Lydia stared at him and realized she might have been gaping.

Caius looked up. His face was spattered with the oily blood and his blue-gold eyes were narrowed with a slightly insane spark to them.

"I. Don't. Like. Scuttling." he growled.

"I…can see that," she replied, taken aback by the sudden fierceness exhibited by the normally glib rogue. "I must admit that's the first time I've seen someone kill a Frostbite by shoving their fist into its brains."

Caius slithered off the cooling corpse, wiping his arm sleeve against the hairy back to remove the worst of the goop. The fierceness faded away, replaced by the usual sardonic glint as sanity reasserted itself. "Ancient wisdom," the rogue replied, "When you don't know where to strike...the head is always a good place to start."

The sardonic glint soured to a look of annoyance, "Oh lovely."

Lydia turned around. The webbing was gone, as was the thief – and the claw. She turned back towards Caius who smirked and opened his mouth.

Lydia jabbed her finger at him and said in a dangerously quiet voice, "if I hear even the slightest whisper of "I told you so" I will thrash you to within an inch of your life."

Caius hesitated mulling over his word choice, "I…think we should be getting after this thief, yes?" He asked innocently.

* * *

_A/N: Longest chapter yet. Apologies for the length but I didn't want to keep cutitng the barrows up and putting them through different chapters._


End file.
